# LongBench v2 / 66f40b9c821e116aacb30a99

task_id: c944df39-ffef-502b-a0d7-9665eedc5409
task_key: train--66f40b9c821e116aacb30a99
task_revision_id: 3

{"choice_A":"Blackstone's business segments are Real Estate, Private Equity, Credit & Insurance as well as  Hedge Fund Solutions with more than $1.0 trillion in total assets under management at the end of year 2023.","choice_B":"Blackstone earns management and advisory fees and incetive fees related to Return on Investment. The total assets held by Blackstone decreased from the end of year 2022 to the end of year 2023.","choice_C":"High interest rates offered by US Federal Reserve pushed the price of real estate in U.S while difficult geopolitical conditions can adversely affect Blackstone's business.","choice_D":"The 2023 Financial Report shows that due to a decline in fair value of investments of Blackstone Funds, the management and advisory fees faces challenge.","context":"UNITED STATES\nSECURITIES AND EXCHANGE COMMISSION\nWASHINGTON, D.C. 20549\nFORM 10-K\n(Mark One)\n☒\nANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED\nDECEMBER 31, 2022\nOR\n☐\nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD\nFROM                  TO                 \nCommission File Number: 001-33551\nBlackstone Inc.\n(Exact name of registrant as specified in its charter)\nDelaware\n \n20-8875684\n(State or other jurisdiction of\nincorporation or organization)\n \n(I.R.S. Employer\nIdentification No.)\n345 Park Avenue\nNew York, New York 10154\n(Address of principal executive offices)(Zip Code)\n(212) 583-5000\n(Registrant’s telephone number, including area code)\n \nSecurities registered pursuant to Section 12(b) of the Act:\nTitle of each class\n \nTrading Symbol(s)\n \nName of each exchange on which registered\nCommon Stock\n  \nBX\n  \nNew York Stock Exchange\nSecurities registered pursuant to Section 12(g) of the Act: None\nIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes   ☒     No   ☐\nIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  \n ☐     No   ☒\nIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12\nmonths (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past \n90 days.    Yes   ☒     No   ☐\nIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405\nof this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes   ☒     No   ☐\nIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company.\nSee the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.\n    Large accelerated filer   ☒\n  \nAccelerated filer   ☐\n    Non-accelerated filer   ☐\n  \nSmaller reporting company   ☐\n  \nEmerging growth company   ☐\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial\naccounting standards provided pursuant to Section 13(a) of the Exchange Act.   ☐\nIndicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting\nunder Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.   ☒\nIf securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction\nof an error to previously issued financial statements.   ☐\nIndicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the\nregistrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).   ☐\nIndicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes   ☐     No   ☒\nAs of June 30, 2022, the aggregate market value of the shares of common stock held by non-affiliates of the registrant was $\n63.7 billion.\nAs of February 17, 2023, there were 706,369,856 shares of common stock of the registrant outstanding.\nDOCUMENTS INCORPORATED BY REFERENCE\nNone\n \n \nTable of Contents\n \n \n  \n  Page \nPart I.\n \n  \nItem 1.\n Business\n   \n8 \nItem 1A.  Risk Factors\n   25 \nItem 1B.  Unresolved Staff Comments\n   84 \nItem 2.\n Properties\n   84 \nItem 3.\n Legal Proceedings\n   84 \nItem 4.\n Mine Safety Disclosures\n   84 \nPart II.\n \n  \nItem 5.\n Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities\n   85 \nItem 6.\n (Reserved)\n   86 \nItem 7.\n Management’s Discussion and Analysis of Financial Condition and Results of Operations\n   86 \nItem 7A.  Quantitative and Qualitative Disclosures About Market Risk\n   148 \nItem 8.\n Financial Statements and Supplementary Data\n   152 \nItem 8A.  Unaudited Supplemental Presentation of Statements of Financial Condition\n   225 \nItem 9.\n Changes in and Disagreements With Accountants on Accounting and Financial Disclosure\n   227 \nItem 9A.  Controls and Procedures\n   227 \n\n\nItem 9B.  Other Information\n   228 \nItem 9C.  Disclosure Regarding Foreign Jurisdictions that Prevent Inspections\n   228 \nPart III.  \n  \nItem 10.  Directors, Executive Officers and Corporate Governance\n   229 \nItem 11.  Executive Compensation\n   236 \nItem 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters\n   258 \nItem 13.  Certain Relationships and Related Transactions, and Director Independence\n   262 \nItem 14.  Principal Accountant Fees and Services\n   268 \nPart IV.  \n  \nItem 15.  Exhibits and Financial Statement Schedules\n   269 \nItem 16.  Form 10-K Summary\n   285 \nSignatures\n   286 \n \n1\nForward-Looking Statements\nThis report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E\nof the U.S. Securities Exchange Act of 1934, as amended, which reflect our current views with respect to, among other things, our operations, taxes,\nearnings and financial performance, share repurchases and dividends. You can identify these forward-looking statements by the use of words such as\n“outlook,” “indicator,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “scheduled,”\n“estimates,” “anticipates,” “opportunity,” “leads,” “forecast” or the negative version of these words or other comparable words. Such forward-looking\nstatements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to\ndiffer materially from those indicated in these statements. We believe these factors include but are not limited to those described under the section entitled\n“Risk Factors” in this report, as such factors may be updated from time to time in our periodic filings with the United States Securities and Exchange\nCommission (“SEC”), which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read\nin conjunction with the other cautionary statements that are included in this report and in our other periodic filings. The forward-looking statements speak\nonly as of the date of this report, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new\ninformation, future developments or otherwise.\nRisk Factor Summary\nThe following is only a summary of the principal risks that may materially adversely affect our business, financial condition, results of operations and\ncash flows. The following should be read in conjunction with the more complete discussion of the risk factors we face, which are set forth more fully in\n“Part I. Item 1A. Risk Factors.”\nRisks Related to Our Business\n \n \n•\n \nOur business could be adversely affected by difficult market and economic conditions, including an economic slowdown, as well as geopolitical\nconditions or other global events, each of which could materially reduce our revenue, earnings and cash flow and adversely affect our operating\nresults and financial prospects and condition.\n \n•\n \nAn increase in interest rates and other changes in the financial markets could negatively impact the values of certain assets or investments and\nthe ability of our funds and their portfolio companies to access the capital markets on attractive terms, which could adversely affect investment\nand realization opportunities.\n \n•\n \nAnother pandemic or global health crisis like the COVID-19 pandemic may adversely impact our performance and results of operations.\n \n•\n \nA decline in the pace or size of investments made by, or poor performance of, our funds may adversely affect our revenues and obligate us to\nrepay Performance Allocations previously paid to us, and could adversely affect our ability to raise capital.\n \n•\n \nOur revenue, earnings, net income and cash flow can all vary materially, which may make it difficult for us to achieve steady earnings growth on\na quarterly basis.\n \n•\n \nOur business could be adversely affected by the loss of services from our founder and other key senior managing directors or future difficulty in\nrecruiting and retaining professionals.\n \n•\n \nThe asset management business depends in large part on our ability to raise capital from third party investors and is intensely competitive.\n \n•\n \nChanges in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties could adversely affect us, including by adversely\nimpacting our effective tax rate and tax liability.\n \n2\n \n•\n \nCybersecurity or other operational risks could result in the loss of data, interruptions in our business and damage to our reputation, and subject\nus to regulatory actions, increased costs and financial losses.\n \n•\n \nExtensive regulation of our businesses affects our activities, creates the potential for significant liabilities and penalties, may make it more\ndifficult for us to deploy capital in certain jurisdictions or sell assets to certain buyers, and could result in additional burdens on our business.\n \n•\n \nEmployee misconduct could impair our ability to attract and retain clients and subject us to legal liability and reputational harm. Fraud, deceptive\npractices or other misconduct at portfolio companies or service providers could similarly subject us to liability and reputational damage and harm\nperformance.\n \n•\n \nWe are subject to increasing scrutiny from regulators and certain investors with respect to the environmental, social and governance impacts of\ninvestments made by our funds.\n \n•\n \nClimate change, climate change-related regulation and sustainability concerns could adversely affect our businesses and the operations of our\nportfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.\n \n•\n \nWe are subject to substantial litigation risks and may face significant liabilities and damage to our reputation as a result of such allegations and\nnegative publicity.\n \n•\n \nCertain policies and procedures implemented to mitigate potential conflicts of interest and other risk management activities may reduce the\nsynergies across our various businesses, and failure to deal appropriately with conflicts of interest could damage our reputation and adversely\naffect our businesses.\n \n•\n \nValuation methodologies can be subject to a significant degree of subjectivity and judgment, and the expected fair value of assets may never be\nrealized.\n \n•\n \nWe may be unable to consummate or successfully integrate additional development opportunities or increase the number and type of\ninvestment products, including those offered to retail investors and insurance companies.\n\n\n \n•\n \nDependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return on those\ninvestments.\n \n•\n \nInvestors may have certain redemption, termination or dissolution rights or may not satisfy their contractual obligation to fund capital calls when\nrequested by us.\n \n•\n \nCertain of our investment funds may invest in securities of companies that are experiencing significant financial or business difficulties.\n \n•\n \nInvestments in certain assets and industries, such as energy, infrastructure and real estate, may expose us to risks inherent to those assets and\nindustries, including environmental liabilities and increased operational, construction, regulatory and market risks.\n \n•\n \nOur funds’ and our performance may be adversely affected by inaccurate financial projections of our funds’ portfolio companies, contingent\nliabilities, counterparty defaults or forced disposal of investments at a disadvantageous time.\nRisks Related to Our Organizational Structure\n \n \n•\n \nThe significant voting power of holders of our Series I preferred stock and Series II preferred stock may limit the ability of holders of our common\nstock to influence our business.\n \n•\n \nWe are not required to comply with certain provisions of U.S. securities laws relating to proxy statements and, as a controlled company, certain\nrequirements of the New York Stock Exchange.\n \n•\n \nOur certificate of incorporation provides the Series II Preferred Stockholder with certain rights that may affect or conflict with the interests of the\nother stockholders and could materially alter our operations.\n \n3\n \n•\n \nWe are required to pay our senior managing directors for most of the benefits relating to certain additional tax depreciation or amortization\ndeductions we may claim.\n \n•\n \nIf Blackstone Inc. were deemed an “investment company” under the 1940 Act, applicable restrictions could make it impractical for us to continue\nour business as contemplated.\nRisks Related to Our Common Stock\n \n \n•\n \nThe price of our common stock may decline due to the large number of shares of common stock eligible for future sale and exchange.\n \n•\n \nOur certificate of incorporation provides us with a right to acquire all of the then outstanding shares of common stock under specified\ncircumstances.\n \n•\n \nOur bylaws designate the Court of Chancery of the State of Delaware or U.S. federal district courts, as applicable, as the sole and exclusive\nforum for certain types of actions and proceedings.\nWebsite and Social Media Disclosure\nWe use our website (www.blackstone.com), Facebook page (www.facebook.com/blackstone), Twitter (www.twitter.com/blackstone), LinkedIn\n(www.linkedin.com/company/blackstonegroup), Instagram (www.instagram.com/blackstone), SoundCloud (www.soundcloud.com/blackstone-300250613),\nPodBean (www.blackstone.podbean.com), Spotify (https://spoti.fi/2LJ1tHG), YouTube (www.youtube.com/user/blackstonegroup) and Apple Podcast\n(https://apple.co/31Pe1Gg) accounts as channels of distribution of company information. The information we post through these channels may be deemed\nmaterial. Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and\nwebcasts. In addition, you may automatically receive email alerts and other information about Blackstone when you enroll your email address by visiting the\n“Contact Us/Email Alerts” section of our website at http://ir.blackstone.com. The contents of our website, any alerts and social media channels are not,\nhowever, a part of this report.\n \n \nEffective August 6, 2021, The Blackstone Group Inc. changed its name to Blackstone Inc. In this report, references to “Blackstone,” the “Company,”\n“we,” “us” or “our” refer to Blackstone Inc. and its consolidated subsidiaries. See “Part II. Item 7. Management’s Discussion and Analysis of Financial\nCondition and Results of Operations – Organizational Structure.”\nEffective February 26, 2021, Blackstone effectuated changes to rename its Class A common stock as “common stock,” and to reclassify its Class B and\nClass C common stock into a new “Series I preferred stock” and “Series II preferred stock,” respectively (the “share reclassification”). Each new stock has\nthe same rights and powers of its predecessor. All references to common stock, Series I preferred stock and Series II preferred stock prior to the share\nreclassification refer to Class A, Class B and Class C common stock, respectively. See “Part II. Item 7. Management’s Discussion and Analysis of Financial\nCondition and Results of Operations – Organizational Structure.”\n“Series I Preferred Stockholder” refers to Blackstone Partners L.L.C., the holder of the sole outstanding share of our Series I preferred stock.\n“Series II Preferred Stockholder” refers to Blackstone Group Management L.L.C., the holder of the sole outstanding share of our Series II preferred\nstock.\n \n \n4\n“Blackstone Funds,” “our funds” and “our investment funds” refer to the funds and other vehicles that are managed by Blackstone. “Our carry funds”\nrefers to funds managed by Blackstone that have commitment-based multi-year drawdown structures that pay carry on the realization of an investment.\nWe refer to our real estate opportunistic funds as Blackstone Real Estate Partners (“BREP”) funds and our real estate debt investment funds as\nBlackstone Real Estate Debt Strategies (“BREDS”) funds. We refer to our real estate investment trusts as “REITs,” to Blackstone Mortgage Trust, Inc., our\nNYSE-listed REIT, as “BXMT” and to Blackstone Real Estate Income Trust, Inc., our non-listed REIT, as “BREIT.” We refer to our real estate funds that\ntarget substantially stabilized assets in prime markets as Blackstone Property Partners (“BPP”) funds and our income-generating European real estate funds\nas Blackstone European Property Income (“BEPIF”) funds. We refer to BREIT, BPP and BEPIF collectively as our Core+ real estate strategies.\nWe refer to our flagship corporate private equity funds as Blackstone Capital Partners (“BCP”) funds, our energy-focused private equity funds as\nBlackstone Energy Transition Partners (“BETP”) funds, our core private equity funds as Blackstone Core Equity Partners (“BCEP”), our opportunistic\ninvestment platform that invests globally across asset classes, industries and geographies as Blackstone Tactical Opportunities (“Tactical Opportunities”),\nour secondary fund of funds business as Strategic Partners Fund Solutions (“Strategic Partners”), our infrastructure-focused funds as Blackstone\nInfrastructure Partners (“BIP”), our life sciences investment platform, Blackstone Life Sciences (“BXLS”), our growth equity investment platform, Blackstone\nGrowth (“BXG”), our multi-asset investment program for eligible high net worth investors offering exposure to certain of our key illiquid investment strategies\nthrough a single commitment as Blackstone Total Alternatives Solution (“BTAS”) and our capital markets services business as Blackstone Capital Markets\n(“BXCM”).\n“Our hedge funds” refers to our funds of hedge funds, hedge funds, certain of our real estate debt investment funds, including a registered investment\ncompany, and certain other credit-focused funds which are managed by Blackstone.\n\n\nWe refer to our business development companies as “BDCs,” to Blackstone Private Credit Fund as “BCRED” and to Blackstone Secured Lending Fund\nas “BXSL.”\n“BIS” refers to Blackstone Insurance Solutions, which partners with insurers to deliver capital-efficient investments tailored to each insurer's needs and\nrisk profile.\nWe refer to our separately managed accounts as “SMAs.”\n“Total Assets Under Management” refers to the assets we manage. Our Total Assets Under Management equals the sum of:\n \n \n(a)\nthe fair value of the investments held by our carry funds and our side-by-side and co-investment entities managed by us plus the capital that we\nare entitled to call from investors in those funds and entities pursuant to the terms of their respective capital commitments, including capital\ncommitments to funds that have yet to commence their investment periods,\n \n(b)\nthe net asset value of (1) our hedge funds, real estate debt carry funds, BPP, certain co-investments managed by us, certain credit-focused\nfunds, and our Hedge Fund Solutions drawdown funds (plus, in each case, the capital that we are entitled to call from investors in those funds,\nincluding commitments yet to commence their investment periods), and (2) our funds of hedge funds, our Hedge Fund Solutions registered\ninvestment companies, BREIT, and BEPIF,\n \n(c)\nthe invested capital, fair value or net asset value of assets we manage pursuant to separately managed accounts,\n \n(d)\nthe amount of debt and equity outstanding for our collateralized loan obligations (“CLO”) during the reinvestment period,\n \n5\n \n(e)\nthe aggregate par amount of collateral assets, including principal cash, for our CLOs after the reinvestment period,\n \n(f)\nthe gross or net amount of assets (including leverage where applicable) for our credit-focused registered investment companies,\n \n(g)\nthe fair value of common stock, preferred stock, convertible debt, term loans or similar instruments issued by BXMT, and\n \n(h)\nborrowings under and any amounts available to be borrowed under certain credit facilities of our funds.\nOur carry funds are commitment-based drawdown structured funds that do not permit investors to redeem their interests at their election. Our funds of\nhedge funds, hedge funds, funds structured like hedge funds and other open-ended funds in our Real Estate, Credit & Insurance and Hedge Fund Solutions\nsegments generally have structures that afford an investor the right to withdraw or redeem their interests on a periodic basis (for example, annually,\nquarterly or monthly), typically with 2 to 95 days’ notice, depending on the fund and the liquidity profile of the underlying assets. In our Perpetual Capital\nvehicles where redemption rights exist, Blackstone has the ability to fulfill redemption requests only (a) in Blackstone’s or the vehicles’ board’s discretion, as\napplicable, or (b) to the extent there is sufficient new capital. Investment advisory agreements related to certain separately managed accounts in our\nCredit & Insurance and Hedge Fund Solutions segments, excluding our BIS separately managed accounts, may generally be terminated by an investor on\n30 to 90 days’ notice. Our BIS separately managed accounts can generally only be terminated for long-term underperformance, cause and certain other\nlimited circumstances, in each case subject to Blackstone's right to cure.\n“Fee-Earning Assets Under Management” refers to the assets we manage on which we derive management fees and/or performance revenues. Our\nFee-Earning Assets Under Management equals the sum of:\n \n \n(a)\nfor our Private Equity segment funds and Real Estate segment carry funds including certain BREDS and Hedge Fund Solutions funds, the amount\nof capital commitments, remaining invested capital, fair value, net asset value or par value of assets held, depending on the fee terms of the fund,\n \n(b)\nfor our credit-focused carry funds, the amount of remaining invested capital (which may include leverage) or net asset value, depending on the\nfee terms of the fund,\n \n(c)\nthe remaining invested capital or fair value of assets held in co-investment vehicles managed by us on which we receive fees,\n \n(d)\nthe net asset value of our funds of hedge funds, hedge funds, BPP, certain co-investments managed by us, certain registered investment\ncompanies, BREIT, BEPIF, and certain of our Hedge Fund Solutions drawdown funds,\n \n(e)\nthe invested capital, fair value of assets or the net asset value we manage pursuant to separately managed accounts,\n \n(f)\nthe net proceeds received from equity offerings and accumulated distributable earnings of BXMT, subject to certain adjustments,\n \n(g)\nthe aggregate par amount of collateral assets, including principal cash, of our CLOs, and\n \n(h)\nthe gross amount of assets (including leverage) or the net assets (plus leverage where applicable) for certain of our credit-focused registered\ninvestment companies.\nEach of our segments may include certain Fee-Earning Assets Under Management on which we earn performance revenues but not management\nfees.\nOur calculations of Total Assets Under Management and Fee-Earning Assets Under Management may differ from the calculations of other asset\nmanagers, and as a result this measure may not be comparable to similar measures presented by other asset managers. In addition, our calculation of Total\nAssets Under Management\n \n6\nincludes commitments to, and the fair value of, invested capital in our funds from Blackstone and our personnel, regardless of whether such commitments or\ninvested capital are subject to fees. Our definitions of Total Assets Under Management and Fee-Earning Assets Under Management are not based on any\ndefinition of Total Assets Under Management and Fee-Earning Assets Under Management that is set forth in the agreements governing the investment\nfunds that we manage.\nFor our carry funds, Total Assets Under Management includes the fair value of the investments held and uncalled capital commitments, whereas Fee-\nEarning Assets Under Management may include the total amount of capital commitments or the remaining amount of invested capital at cost depending on\nwhether the investment period has expired or as specified by the fee terms of the fund. As such, in certain carry funds Fee-Earning Assets Under\nManagement may be greater than Total Assets Under Management when the aggregate fair value of the remaining investments is less than the cost of\nthose investments.\n“Perpetual Capital” refers to the component of assets under management with an indefinite term, that is not in liquidation, and for which there is no\nrequirement to return capital to investors through redemption requests in the ordinary course of business, except where funded by new capital inflows.\nPerpetual Capital includes co-investment capital with an investor right to convert into Perpetual Capital.\nThis report does not constitute an offer of any Blackstone Fund.\n \n7\nPart I.\n \n\n\nItem 1.\nBusiness\nOverview\nBlackstone is one of the world’s leading investment firms, with Total Assets Under Management of $974.7 billion as of December 31, 2022. We seek to\ncreate positive economic impact and long-term value for our investors, the companies we invest in, and the communities in which we work. We do this by\nusing extraordinary people and flexible capital to help companies solve problems. Our asset management businesses include investment vehicles focused\non real estate, private equity, infrastructure, life sciences, growth equity, credit, real assets and secondary funds, all on a global basis.\nOur businesses use a solutions-oriented approach to drive better performance. We believe our scale, diversified business, long record of investment\nperformance, rigorous investment process and strong client relationships position us to continue to perform well in a variety of market conditions, expand our\nassets under management and add complementary businesses.\nWe invest across asset classes on behalf of our investors, including pension funds, insurance companies and individual investors. Our mission is to\ncreate long-term value through careful stewardship of their capital. To the extent our funds perform well, we can support a better retirement for tens of\nmillions of pensioners, including teachers, nurses and firefighters. We believe that consideration of appropriate environmental, social and governance\n(“ESG”) principles can help us further our mission of delivering strong returns for our investors, and we use our scale and expertise to help strengthen our\ncompanies, assets and the communities in which they operate.\nAs of December 31, 2022, we employed approximately 4,695 people, including our 222 senior managing directors, at our headquarters in New York and\naround the world. Our employees are integral to Blackstone’s culture of integrity, professionalism and excellence. We believe hiring, training and retaining\ntalented individuals, coupled with our rigorous investment process, has supported our excellent investment record over many years. This record, in turn, has\nenabled us to innovate into new strategies, drive growth and better serve our investors.\nBusiness Segments\nOur four business segments are: (a) Real Estate, (b) Private Equity, (c) Credit & Insurance and (d) Hedge Fund Solutions.\nInformation about our business segments should be read together with “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition\nand Results of Operations.”\nFor more information concerning the revenues and fees we derive from our business segments, see “— Fee Structure/Incentive Arrangements.”\nReal Estate\nOur Real Estate business is a global leader in real estate investing, with $326.1 billion of Total Assets Under Management as of December 31, 2022.\nOur Real Estate segment operates as one globally integrated business with approximately 890 employees and has investments across the globe, including\nin the Americas, Europe and Asia. Our real estate investment teams seek to utilize our global expertise and presence to generate attractive risk-adjusted\nreturns for our investors.\nOur Blackstone Real Estate Partners (“BREP”) business is geographically diversified and targets a broad range of opportunistic real estate and real\nestate-related investments. The BREP funds include global funds as well as funds focused specifically on Europe or Asia investments. BREP seeks to\ninvest thematically in high-quality assets,\n \n8\nfocusing where we see outsized growth potential driven by global economic and demographic trends. BREP has made significant investments in logistics,\noffice, rental housing, hospitality and retail properties around the world, as well as in a variety of real estate operating companies.\nOur Core+ strategy invests in substantially stabilized real estate globally primarily through perpetual capital vehicles. These include our (a) Blackstone\nProperty Partners funds (“BPP”), which is focused on high-quality assets in the Americas, Europe and Asia and (b) Blackstone Real Estate Income Trust,\nInc. (“BREIT”) and our Blackstone European Property Income (“BEPIF”) funds, which provide income-focused individual investors access to institutional\nquality real estate primarily in the Americas and Europe, respectively.\nOur Blackstone Real Estate Debt Strategies (“BREDS”) vehicles primarily target real estate-related debt investment opportunities. BREDS invests in\nboth public and private markets, primarily in the U.S. and Europe. BREDS’ scale and investment mandates enable it to provide a variety of lending options\nfor our borrowers and investment options for our investors, including commercial real estate and mezzanine loans, residential mortgage loan pools and liquid\nreal estate-related debt securities. The BREDS platform includes high-yield real estate debt funds, liquid real estate debt funds and Blackstone Mortgage\nTrust, Inc. (“BXMT”), a NYSE-listed real estate investment trust (“REIT”).\nPrivate Equity\nOur Private Equity segment encompasses global businesses with a total of approximately 590 employees managing $288.9 billion of Total Assets\nUnder Management as of December 31, 2022. Our Private Equity segment includes our corporate private equity business, which consists of: (a) our global\nprivate equity funds, Blackstone Capital Partners (“BCP”), (b) our sector-focused funds, including our energy- and energy transition-focused funds,\nBlackstone Energy Transition Partners (“BETP”), (c) our Asia-focused private equity funds, Blackstone Capital Partners Asia and (d) our core private equity\nfunds, Blackstone Core Equity Partners (“BCEP”). Our Private Equity segment also includes (a) our opportunistic investment platform that invests globally\nacross asset classes, industries and geographies, Blackstone Tactical Opportunities (“Tactical Opportunities”), (b) our secondary fund of funds business,\nStrategic Partners Fund Solutions (“Strategic Partners”), (c) our infrastructure-focused funds, Blackstone Infrastructure Partners (“BIP”), (d) our life sciences\ninvestment platform, Blackstone Life Sciences (“BXLS”), (e) our growth equity investment platform, Blackstone Growth (“BXG”), (f) our multi-asset\ninvestment program for eligible high net worth investors offering exposure to certain of Blackstone’s key illiquid investment strategies through a single\ncommitment, Blackstone Total Alternatives Solution (“BTAS”) and (g) our capital markets services business, Blackstone Capital Markets (“BXCM”).\nWe are a global leader in private equity investing. Our corporate private equity business pursues transactions across industries on a global basis. It\nstrives to create value by investing in great businesses where our capital, strategic insight, global relationships and operational support can drive\ntransformation. Our corporate private equity business’s investment strategies and core themes continually evolve in anticipation of, or in response to,\nchanges in the global economy, local markets, regulation, capital flows and geopolitical trends. We seek to construct a differentiated portfolio of investments\nwith a well-defined, post-acquisition value creation strategy. Similarly, we seek investments that can generate strong unlevered returns regardless of entry or\nexit cycle timing. Blackstone Core Equity Partners pursues control-oriented investments in high-quality companies with durable businesses and seeks to\noffer a lower level of risk and a longer hold period than traditional private equity.\nTactical Opportunities pursues a thematically driven, opportunistic investment strategy. Our flexible, global mandate enables us to find differentiated\nopportunities across asset classes, industries, and geographies and invest behind them with the frequent use of structure to generate attractive risk-\nadjusted returns. With a focus on businesses and/or asset-backed investments in market sectors that are benefitting from long term transformational\ntailwinds, Tactical Opportunities seeks to leverage the full power of Blackstone to help those businesses grow and improve. Tactical Opportunities’ ability to\n\n\ndynamically shift focus to the most compelling\n \n9\nopportunities in any market environment, combined with the business’ expertise in structuring complex transactions, enables Tactical Opportunities to invest\nbehind attractive market areas often with securities that provide downside protection and maintain upside return.\nStrategic Partners, our secondary fund of funds business, is a total fund solutions provider. As a secondary investor it acquires interests in high-quality\nprivate funds from original holders seeking liquidity. Strategic Partners focuses on a range of opportunities in underlying funds such as private equity, real\nestate, infrastructure, venture and growth capital, credit and other types of funds, as well as general partner-led transactions and primary investments and\nco-investments with financial sponsors. Strategic Partners also provides investment advisory services to separately managed account clients investing in\nprimary and secondary investments in private funds and co-investments.\nBlackstone Infrastructure Partners targets a diversified mix of core+, core and public-private partnership investments across all infrastructure sectors,\nincluding energy infrastructure, transportation, digital infrastructure, and water and waste with a primary focus in the U.S. BIP applies a disciplined,\noperationally intensive investment approach to investments, seeking to apply a long-term buy-and-hold strategy to large-scale infrastructure assets with a\nfocus on delivering stable, long-term capital appreciation together with a predictable annual cash flow yield.\nBlackstone Life Sciences is our investment platform with capabilities to invest across the life cycle of companies and products within the life sciences\nsector. BXLS primarily focuses on investments in life sciences products in late stage clinical development within the pharmaceutical and biotechnology\nsectors.\nBlackstone Growth is our growth equity platform that seeks to deliver attractive risk-adjusted returns by investing in dynamic, growth-stage businesses,\nwith a focus on the consumer, consumer technology, enterprise solutions, financial services and healthcare sectors.\nCredit & Insurance\nOur Credit & Insurance segment, with approximately 620 employees and $279.9 billion of Total Assets Under Management as of December 31, 2022,\nincludes Blackstone Credit (“BXC”). BXC is one of the largest credit-oriented managers and CLO managers in the world. The investment portfolios of the\nfunds BXC manages or sub-advises consist primarily of loans and securities of non-investment and investment grade companies spread across the capital\nstructure including senior debt, subordinated debt, preferred stock and common equity.\nBXC is organized into two overarching strategies: private credit and liquid credit. BXC’s private credit strategies include mezzanine and direct lending\nfunds, private placement strategies, stressed/distressed strategies and energy strategies (including our sustainable resources platform). BXC’s direct\nlending funds include Blackstone Private Credit Fund (“BCRED”) and Blackstone Secured Lending Fund (“BXSL”), both of which are business development\ncompanies (“BDCs”). BXC’s liquid credit strategies consist of CLOs, closed-ended funds, open-ended funds, systematic strategies and separately managed\naccounts.\nOur Credit & Insurance segment also includes our insurer-focused platform, Blackstone Insurance Solutions (“BIS”). BIS focuses on providing full\ninvestment management services for insurers’ general accounts, seeking to deliver customized and diversified portfolios that include allocations to\nBlackstone managed products and strategies across asset classes and Blackstone’s private credit origination capabilities. BIS provides its clients tailored\nportfolio construction and strategic asset allocation, seeking to generate risk-managed, capital-efficient returns, diversification and capital preservation that\nmeets clients’ objectives. BIS also provides similar services to clients through separately managed accounts or by sub-managing assets for certain\ninsurance-dedicated funds and special purpose vehicles. BIS currently manages assets for clients that include Corebridge Financial Inc., Everlake Life\nInsurance Company, Fidelity & Guaranty Life Insurance Company and Resolution Life Group, among others.\n \n10\nIn addition, our Credit & Insurance segment includes our asset-based finance platform and our publicly traded midstream energy infrastructure, listed\ninfrastructure and master limited partnership (“MLP”) investment platform, which is managed by Harvest Fund Advisors LLC (“Harvest”). Harvest primarily\ninvests capital raised from institutional investors in separately managed accounts and pooled vehicles, investing in publicly traded energy infrastructure,\nlisted infrastructure, renewables and MLPs holding primarily midstream energy assets in North America.\nHedge Fund Solutions\nWorking with our clients for more than 30 years, our Hedge Fund Solutions group is a leading manager of institutional funds with approximately\n275 employees managing $79.7 billion of Total Assets Under Management as of December 31, 2022. The principal component of our Hedge Fund Solutions\nsegment is Blackstone Alternative Asset Management (“BAAM”). BAAM is the world’s largest discretionary allocator to hedge funds, managing a broad\nrange of commingled and customized fund solutions since its inception in 1990. The Hedge Fund Solutions segment also includes (a) our GP Stakes\nbusiness (“GP Stakes”), which targets minority investments in the general partners of private equity and other private-market alternative asset management\nfirms globally, with a focus on delivering a combination of recurring annual cash flow yield and long-term capital appreciation, (b) investment platforms that\ninvest directly, including our Blackstone Strategic Opportunity Fund, which seeks to produce long term, risk-adjusted returns by investing in a wide variety of\nsecurities, assets and instruments, often sourced and/or managed by third party subadvisors or affiliated Blackstone managers, (c) our hedge fund seeding\nbusiness and (d) registered funds that provide alternative asset solutions through daily liquidity products. Hedge Fund Solutions’ overall investment\nphilosophy is to seek to grow investors’ assets through both commingled and custom-tailored investment strategies designed to deliver compelling risk-\nadjusted returns. Diversification, risk management and due diligence are key tenets of our approach.\nPerpetual Capital\nEach of our business segments currently includes Perpetual Capital assets under management, which refers to assets under management with an\nindefinite term, that are not in liquidation and for which there is no requirement to return capital to investors through redemption requests in the ordinary\ncourse of business, except where funded by new capital inflows. In recent years, we have meaningfully increased the number of Perpetual Capital vehicles\nwe offer and the assets under management in such vehicles. Perpetual Capital strategies represent a significant and growing portion of our overall business,\nand the management fees and performance revenues we receive. Among the strategies in each of our segments, Perpetual Capital strategies include,\nwithout limitation, (a) in our Real Estate segment, Core+ real estate (including BREIT and BEPIF) and BXMT, (b) in our Private Equity segment, Blackstone\nInfrastructure Partners, (c) in our Credit & Insurance segment, BXSL and BCRED and (d) in our Hedge Fund Solutions segment, GP Stakes. In addition,\nassets managed for certain of our insurance clients are Perpetual Capital assets under management.\nPrivate Wealth Strategy\nBlackstone’s business has historically relied on the provision of investment products, such as traditional drawdown funds, to institutional investors. In\nrecent years, we have considerably expanded the number and type of investment products we offer through various distribution channels to certain mass\naffluent and high net worth individual investors in the U.S. and other jurisdictions around the world. Our Private Wealth Solutions business is dedicated to\nbuilding out our distribution capabilities in the retail channel to provide certain individual investors with access to Blackstone products across a broad array\n\n\nof alternative investment strategies. In recent years, capital from the private wealth channel has represented an increasing portion of our Total Assets Under\nManagement, and we expect this trend to continue as we continue to undertake initiatives aimed at growing our private wealth strategies.\n \n11\nInvestment Process and Risk Management\nWe maintain a rigorous investment process across all of our investment vehicles. Each investment vehicle has investment policies and procedures that\ngenerally contain requirements, guidelines and limitations for investments, such as limitations relating to the amount that will be invested in any one\ninvestment and the types of assets, industries or geographic regions in which the vehicle will invest, as well as limitations required by law.\nOur investment professionals are responsible for selecting, evaluating, underwriting, diligencing, negotiating, executing, managing and exiting\ninvestments. For those of our businesses with review committees and/or investment committees, such committees review and evaluate investment\nopportunities in a framework that includes a qualitative and quantitative assessment of the key risks of investments. In such businesses, investment\nprofessionals generally submit investment opportunities for review and approval by a review committee and/or investment committee, subject to delineated\nexceptions set forth in the funds’ investment committee charters or resolutions. Review and investment committees are generally comprised of senior\nleaders and other senior professionals of the applicable investment business, and in many cases, other senior leaders of Blackstone and its businesses.\nConsiderations that review and investment committees take into account when evaluating an investment may include, without limitation and depending on\nthe nature of the investing business and its strategy, the quality of the business or asset in which the fund proposes to invest, the quality of the management\nteam, likely exit strategies and factors that could reduce the value of the business or asset at exit, the ability of the business in which the investment is made\nto service debt in a range of economic and interest rate environments, macroeconomic trends in the relevant geographic region or industry and the quality\nof the businesses’ operations. In addition, the majority of our businesses have ESG policies that address, among other things, the review of ESG risks in the\nrespective business's investment process.\nIn addition, before deciding to invest in a new hedge fund or a new alternative asset manager, as applicable, our Hedge Fund Solutions and Strategic\nPartners teams conduct diligence in a number of areas, which, depending on the nature of the investment, may include, among others, the fund’s/manager’s\nperformance, investment terms, investment strategy and investment personnel, as well as its operations, processes, risk management and internal controls.\nWith respect to liquid credit clients and other clients whose portfolios are actively traded in our Credit & Insurance segment, our industry-focused research\nanalysts provide the review and/or investment committee with a formal and comprehensive review of new investment recommendations and portfolio\nmanagers and trading professionals discuss, among other things, risks associated with overall portfolio composition. Our Credit & Insurance segment’s\nresearch team monitors the operating performance of underlying issuers, while portfolio managers, together with our traders, focus on optimizing asset\ncomposition to maximize value for our investors. This investment process is assisted by a variety of proprietary and non-proprietary research models and\nmethods.\nExisting investments are reviewed and monitored on a regular basis by investment and asset management professionals. In addition, our investment\nprofessionals, Portfolio Operations professionals and, where applicable, ESG teams, work with our portfolio company senior executives to identify\nopportunities to drive operational efficiencies and growth. As part of our value creation efforts for our investors, select businesses encourage certain of their\nrespective portfolio companies and assets to consider a select number of priority ESG initiatives focused on diversity, decarbonization and good\ngovernance.\nStructure and Operation of Our Investment Vehicles\nOur private investment funds are generally organized as limited partnerships with respect to U.S. domiciled vehicles and limited partnerships or other\nsimilar limited liability entities with respect to non-U.S. domiciled vehicles. In the case of our separately managed accounts, the investor, rather than we,\ngenerally controls the investment vehicle that holds or has custody of the investments we advise the vehicle to make. We conduct the sponsorship and\nmanagement of our carry funds and other similar vehicles primarily through a partnership\n \n12\nstructure in which limited partnerships organized by us accept commitments and/or subscriptions for investment from institutional investors and, to a more\nlimited extent, high net worth individuals. Such commitments are generally drawn down from investors on an as-needed basis to fund investments (or for\nother permitted purposes) over a specified term. Our private equity and real estate funds are generally commitment-structured funds, with the exception of\ncertain BPP, BREDS and BIP funds, as well as BREIT and BEPIF. For certain BPP, BREIT, BEPIF and BREDS funds, all or a portion of an investor’s capital\nmay be funded on or promptly after the investor’s subscription date and cash proceeds resulting from the disposition of investments can be reinvested,\nsubject to certain limitations and limited investor withdrawal rights. Our credit-focused funds are generally either commitment-structured funds or open-\nended funds where the investor’s capital is fully funded on or promptly after the investor’s subscription date. The CLO vehicles we manage are structured\ninvestment vehicles that are generally private companies with limited liability. Most of our funds of hedge funds as well as our hedge funds are structured as\nfunds where the investor’s capital is fully funded on the subscription date. BIS is generally structured around separately managed accounts.\nOur investment funds, separately managed accounts and other vehicles not domiciled in the European Economic Area (the “EEA”) are each generally\nadvised by a Blackstone entity serving as investment adviser that is registered under the U.S. Investment Advisers Act of 1940, as amended (the “Advisers\nAct”). For our investment funds, separately managed accounts and other vehicles domiciled in the EEA, a Blackstone entity domiciled in the EEA generally\nserves as external alternative investment fund manager (“AIFM”), and the AIFM typically delegates its portfolio management function to a Blackstone-\naffiliated investment adviser registered under the Advisers Act. The Blackstone entity serving as investment adviser or AIFM, as applicable, typically carries\nout substantially all of the day-to-day operations of each investment vehicle pursuant to an investment advisory, investment management, AIFM or other\nsimilar agreement. Generally, the material terms of our investment advisory and AIFM agreements, as applicable, relate to the scope of services to be\nrendered by the investment adviser or the AIFM to the applicable vehicle, the calculation of management fees to be borne by investors in our investment\nvehicles, the calculation of and the manner and extent to which other fees received by the investment adviser or the AIFM, as applicable, from funds or fund\nportfolio companies serve to offset or reduce the management fees payable by investors in our investment vehicles and certain rights of termination with\nrespect to our investment advisory and AIFM agreements. With the exception of the registered funds described below, the investment vehicles themselves\ndo not generally register as investment companies under the U.S. Investment Company Act of 1940, as amended (the “1940 Act”), in reliance on the\nstatutory exemptions provided by Section 3(c)(7), Section 3(c)(5)(C) or, Section 3(c)(1) thereof. Section 3(c)(7) of the 1940 Act exempts from its registration\nrequirements investment vehicles privately placed in the United States whose securities are beneficially owned exclusively by persons who, at the time of\nacquisition of such securities, are “qualified purchasers” as defined under the 1940 Act. In addition, under current interpretations of the SEC, Section 3(c)(7)\nof the 1940 Act exempts from registration any non-U.S. investment vehicle all of whose outstanding securities are beneficially owned either by non-U.S.\nresidents or by U.S. residents that are qualified purchasers. Section 3(c)(5)(C) of the 1940 Act exempts from its registration requirements certain companies\nengaged primarily in investment in mortgages and other liens or investments in real estate. Section 3(c)(1) of the 1940 Act exempts from its registration\nrequirements privately placed investment vehicles whose securities are beneficially owned by not more than 100 persons. Additionally, under current\ninterpretations of the SEC, Section 3(c)(1) of the 1940 Act exempts from registration any non-U.S. investment vehicle not publicly offered in the U.S. all of\nwhose outstanding securities are beneficially owned by not more than 100 U.S. residents. BXMT is externally managed by a Blackstone-owned entity\npursuant to a management agreement, conducts its operations in a manner that allows it to maintain its REIT qualification and also avail itself of the\nstatutory exemption provided by Section 3(c)(5)(C) of the 1940 Act. BREIT is externally advised by a Blackstone-owned entity pursuant to an advisory\nagreement, conducts its operations in a manner that allows it to maintain its REIT qualification and also avails itself of the statutory exemption provided by\n\n\nSection 3(c)(5)(C) of the 1940 Act. In some cases, one or more of our investment advisers, including advisers within BXC, BAAM and BREDS, advises or\nsub-advises funds registered, or regulated as a BDC, under the 1940 Act.\n \n13\nIn addition to having an investment adviser, each investment fund that is a limited partnership, or “partnership” fund, also has a general partner that,\napart from partnership funds domiciled in the EEA, generally makes all operational and investment decisions, including the making, monitoring and\ndisposing of investments. The limited partners of the partnership funds generally take no part in the conduct or control of the business of the investment\nfunds, have no right or authority to act for or bind the investment funds and have no influence over the voting or disposition of the securities or other assets\nheld by the investment funds. With the exception of certain of our funds of hedge funds, hedge funds, certain credit-focused and real estate debt funds, and\nother funds or separately managed accounts for the benefit of one or more specified investors, third party investors in some of our funds have the right to\nremove the general partner of the fund or to accelerate the termination of the investment fund without cause by a majority or supermajority vote. In addition,\nthe governing agreements of many of our investment funds provide that in the event certain “key persons” in our investment funds do not meet specified time\ncommitments 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\npercentage (including, in certain cases a simple majority) vote in accordance with specified procedures, or accelerate the withdrawal of their capital on an\ninvestor-by-investor basis, or (b) the fund’s investment period will automatically terminate and a specified percentage (including, in certain cases a simple\nmajority) in accordance with specified procedures is required to restart it. In addition, the governing agreements of some of our investment funds provide\nthat investors have the right to terminate the investment period for any reason by a supermajority vote of the investors in such fund.\nFee Structure/Incentive Arrangements\nManagement Fees\nThe following is a general description of the management fees earned by Blackstone.\n \n \n•\n \nThe investment adviser of each of our non-EEA domiciled carry funds and the AIFM of each of our EEA domiciled carry funds generally receives\nan annual management fee based on a percentage of the fund’s capital commitments, invested capital and/or undeployed capital during the\ninvestment period and the fund’s invested capital or investment fair value after the investment period, except that the investment adviser or\nAIFM to certain of our credit-focused, BPP and BCEP funds receives a management fee based on a percentage of invested capital or net asset\nvalue. These management fees are payable on a regular basis (typically quarterly) in the contractually prescribed amounts over the life of the\nfund. Depending on the base on which management fees are calculated, negative performance of one or more investments in the fund may\nreduce the total management fee paid for the relevant period, but not the fee rate. Management fees received are not subject to clawback.\n \n•\n \nThe investment adviser of each of our funds that are structured like hedge funds, or of our funds of hedge funds, registered mutual funds, UCITs\nfunds and separately managed accounts that invest in hedge funds, generally receives a management fee based on a percentage of the fund’s\nor account’s net asset value. These management fees are payable on a regular basis (typically monthly or quarterly). These funds generally\npermit investors to withdraw or redeem their interests periodically, in some cases following the expiration of a specified period of time when\ncapital may not be withdrawn. Decreases in the net asset value of investor’s capital accounts may reduce the total management fee paid for the\nrelevant period, but not the fee rate. Management fees received are not subject to clawback. In addition, to the extent the mandate of our funds\nis to invest capital in third party managed funds, as is the case with our funds of hedge funds, our funds will be required to pay management\nfees to such third party managers, which typically are borne by investors in such investment vehicles.\n \n•\n \nThe investment adviser of each of our CLOs typically receives annual management fees, which are calculated as a percentage of the CLO's\nassets, and additional incentive management fees subject to a return hurdle being met. These management fees are payable on a regular basis\n(typically quarterly). Although varying from deal to deal, a CLO will typically be wound down within eight to eleven years of being launched. The\namount of fees will decrease as the CLO deleverages toward the end of its term.\n \n14\n \n•\n \nThe investment adviser of each of our separately managed accounts generally receives annual management fees based on a percentage of\neach account’s net asset value or invested capital. The management fees we receive from each of our separately managed accounts are\ngenerally paid on a regular basis (typically quarterly). Such management fees are generally subject to contractual rights the investor has to\nterminate our management on generally as short as 30 days’ notice.\n \n•\n \nThe investment adviser of each of our credit-focused registered and non-registered investment companies and our BDCs typically receive an\nannual management fee based on a percentage of net asset value or total managed assets. The management fees we receive from the\nregistered investment companies we manage are generally paid on a regular basis (typically quarterly). Such management fees are generally\nsubject to contractual rights of the company’s board of directors to terminate our management of an account on as short as 30 days’ notice.\n \n•\n \nThe investment adviser of BXMT receives an annual management fee, paid quarterly, based on a percentage of BXMT’s net proceeds received\nfrom equity offerings and accumulated “distributable earnings” (which is generally equal to its net income, calculated under GAAP, excluding\ncertain non-cash and other items), subject to certain adjustments.\n \n•\n \nThe investment adviser of BREIT and AIFM of BEPIF receive a management fee based on a percentage of BREIT’s or BEPIF’s, as applicable,\nnet asset value per annum, payable monthly.\nFor additional information regarding the management fee rates we receive, see “Part II. Item 7. Management’s Discussion and Analysis of Financial\nCondition and Results of Operations — Critical Accounting Policies — Revenue Recognition — Management and Advisory Fees, Net.”\nIncentive Arrangements\nOur incentive arrangements are composed of (a) contractual incentive fees received from certain investment vehicles upon achieving specified\ncumulative investment returns (“Incentive Fees”), and (b) a disproportionate allocation of the income generated by investment vehicles otherwise allocable to\ninvestors upon achieving certain investment returns (“Performance Allocations”, and, together with Incentive Fees, \"Performance Revenues\").\nIn our carry funds, our Performance Revenues consist of the Performance Allocations to which the general partner or an affiliate thereof is entitled,\ncommonly referred to as carried interest. Our ability to generate and realize carried interest is an important element of our business and has historically\naccounted for a very significant portion of our income.\nCarried interest is typically structured as a net profits interest in the applicable fund. In the case of our carry funds, carried interest is generally\ncalculated on a “realized gain” basis, and each general partner (or affiliate) is generally entitled to an allocation of up to 20% of the net realized income and\ngains (generally taking into account realized and unrealized or net unrealized losses) generated by such fund. Net realized income or loss is not generally\nnetted between or among funds, and in some cases our carry funds provide for allocations to be made on current income distributions (subject to certain\nconditions).\nFor most carry funds, the carried interest is subject to a preferred limited partner return ranging from 5% to 8% per year, subject to a catch-up allocation\nto the general partner. Some of our carry funds do not provide for a preferred return, and generally the terms of our carry funds vary in certain respects\nacross our business units and vintages. If, at the end of the life of a carry fund (or earlier with respect to certain of our real estate, real estate debt, core+ real\n\n\nestate, credit-focused, multi-asset class and opportunistic investment funds), as a result of diminished performance of later investments in a carry fund’s life,\n(a) the general partner receives in excess of the relevant carried interest percentage(s) applicable to the fund as applied to the fund’s cumulative net profits\nover\n \n15\nthe life of the fund, or (in certain cases) (b) the carry fund has not achieved investment returns that exceed the preferred return threshold (if applicable), then\nwe will be obligated to repay an amount equal to the carried interest that was previously distributed to us that exceeds the amounts to which we were\nultimately entitled, up to the amount of carried interest received on an after-tax basis. This is known as a “clawback” obligation and is an obligation of any\nperson who received such carried interest, including us and other participants in our carried interest plans.\nAlthough a portion of any dividends paid to our stockholder may include any carried interest received by us, we do not intend to seek fulfillment of any\nclawback obligation by seeking to have our stockholders return any portion of such dividends attributable to carried interest associated with any clawback\nobligation. To the extent we are required to fulfill a clawback obligation, however, we may determine to decrease the amount of our dividends to our\nstockholders. The clawback obligation operates with respect to a given carry fund’s own net investment performance only and carried interest of other funds\nis not netted for determining this contingent obligation. Moreover, although a clawback obligation is several, the governing agreements of most of our funds\nprovide that to the extent another recipient of carried interest (such as a current or former employee) does not fund his or her respective share of the\nclawback obligation then due, then we and our employees who participate in such carried interest plans may have to fund additional amounts (generally an\nadditional 50% to 70% beyond our pro-rata share of such obligation) although we retain the right to pursue any remedies that we have under such governing\nagreements against those carried interest recipients who fail to fund their obligations. We have recorded a contingent repayment obligation equal to the\namount that would be due on December 31, 2022, if the various carry funds were liquidated at their current carrying value. For additional information\nconcerning the clawback obligations we could face, see “— Item 1A. Risk Factors — Risks Related to Our Business — We may not have sufficient cash to\npay back “clawback” obligations if and when they are triggered under the governing agreements with our investors.”\nIn our structures other than carry funds, our Performance Revenues generally consist of performance-based allocations of a vehicle’s net capital\nappreciation during a measurement period, typically a year, subject to the achievement of minimum return levels, high water marks, and/or other hurdle\nprovisions, in accordance with the respective terms set out in each vehicle’s governing agreements. Such allocations are typically realized at the end of the\nmeasurement period and, once realized, are typically not subject to clawback or reversal. In particular, our ability to generate and realize these amounts is\nan important element of our business. Such allocations in certain of our Perpetual Capital strategies contribute a significant and growing portion to our\noverall revenues.\nThe following is a general description of the Performance Revenues earned by Blackstone in structures other than carry funds:\n \n \n•\n \nIn our Hedge Fund Solutions segment, the investment adviser of our funds of hedge funds, certain hedge funds, separately managed accounts\nthat invest in hedge funds and certain non-U.S. registered investment companies, is entitled to an incentive fee of 0% to 20%, as applicable, of\nthe applicable investment vehicle’s net appreciation, subject to “high water mark” provisions and in some cases a preferred return. In addition, to\nthe extent the mandate of our funds is to invest capital in third party managed hedge funds, as is the case with our funds of hedge funds, our\nfunds will be required to pay incentive fees to such third party managers, which typically are borne by investors in such investment vehicles.\n \n•\n \nThe general partners or similar entities of each of our real estate and credit hedge fund structures receive incentive fees of generally up to 20%\nof the applicable fund’s net capital appreciation per annum.\n \n•\n \nThe investment adviser of our BDCs receives (a) income incentive fees of 12.5% or 15%, as applicable, subject to, in certain cases, certain\nhurdles, catch-ups and caps, payable quarterly, and (b) capital gains incentive fees (net of realized and unrealized losses) of 12.5% or 15%, as\napplicable, payable annually.\n \n16\n \n•\n \nThe investment manager of BXMT receives an incentive fee generally equal to 20% of BXMT’s distributable earnings in excess of a 7% per\nannum return on stockholders’ equity (excluding stock appreciation or depreciation), provided that BXMT’s distributable earnings over the prior\nthree years is greater than zero.\n \n•\n \nThe special limited partner of each of BREIT and BEPIF receives a performance participation allocation of 12.5% of total return, subject to a 5%\nhurdle amount with a catch-up and recouping any loss carry forward amounts, payable quarterly.\n \n•\n \nThe general partners of certain open-ended BPP and BIP funds are entitled to an incentive fee allocation generally between 7% and 12.5% of\nnet profit, subject to a hurdle amount generally of between 5.5% and 7%, a loss recovery amount and a catch-up. Incentive allocations for these\nfunds are generally realized every three years from when a limited partner makes its initial investment.\nAdvisory and Transaction Fees\nSome of our investment advisers or their affiliates receive customary fees (for example, acquisition, origination and other transaction fees) upon\nconsummation of their funds’ transactions, and may from time to time receive advisory, monitoring and other fees in connection with their activities. For most\nof the funds where we receive such fees, we are required to reduce the management fees charged to the funds’ investors by 50% to 100% of such limited\npartner’s share of such fees.\nCapital Invested In and Alongside Our Investment Funds\nTo further align our interests with those of investors in our investment funds, we have invested the firm’s capital and that of our personnel in the\ninvestment funds we sponsor and manage. Minimum general partner capital commitments to our investment funds are determined separately with respect to\neach of our investment funds and, generally, are less than 5% of the limited partner commitments of any particular fund. See “Part II. Item 7. Management’s\nDiscussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources” for more information regarding our minimum\ngeneral partner capital commitments to our funds. We determine whether to make general partner capital commitments to our funds in excess of the\nminimum required commitments based on, among other things, our anticipated liquidity, working capital and other capital needs. In many cases, we require\nour senior managing directors and other professionals to fund a portion of the general partner capital commitments to our funds. In other cases, we may\nfrom time to time offer to our senior managing directors and employees a part of the funded or unfunded general partner commitments to our investment\nfunds. Our general partner capital commitments are funded with cash and not with carried interest or deferral of management fees.\nInvestors in many of our funds also receive the opportunity to make additional “co-investments” with the investment funds. Our personnel, as well as\nBlackstone itself and certain Blackstone relationships, also have the opportunity to make investments, in or alongside our funds and other vehicles we\nmanage, in some instances without being subject to management fees, carried interest or incentive fees. In certain cases, limited partner investors may pay\nadditional management fees or carried interest in connection with such co-investments.\nCompetition\nThe asset management industry is intensely competitive, and we expect it to remain so. We compete both globally and on a regional, industry and\nsector basis. We compete on the basis of a number of factors, including investment performance, transaction execution skills, access to capital, access to\nand retention of qualified personnel, reputation, range of products and services, innovation and price.\n\n\nWe face competition both in the pursuit of institutional and individual investors for our investment funds and in acquiring investments in attractive\nportfolio companies and making other investments. Although many\n \n17\ninstitutional and individual investors have increased the amount of capital they commit to alternative investment funds, such increases may create increased\ncompetition with respect to fees charged by our funds. Certain institutional investors have demonstrated a preference to in-source their own investment\nprofessionals and to make direct investments in alternative assets without the assistance of private equity advisers like us. We compete for investments with\nsuch institutional investors and such institutional investors could cease to be our clients. With respect to the private wealth channel and insurance sector,\nthe market for capital is highly competitive and requires significant investment.\nDepending on the investment, we face competition primarily from sponsors managing other funds, investment vehicles and other pools of capital, other\nfinancial institutions and institutional investors (including sovereign wealth and pension funds), corporate buyers, special purpose acquisition companies and\nother parties. Several of these competitors have significant amounts of capital and many of them have investment objectives similar to ours, which may\ncreate additional competition for investment opportunities. Some of these competitors may also have a lower cost of capital and access to funding sources\nor other resources that are not available to us, which may create competitive disadvantages for us with respect to investment opportunities. In addition,\nsome of these competitors may have higher risk tolerances, different risk assessments or lower return thresholds, which could allow them to consider a\nwider variety of investments and to bid more aggressively than us for investments. Corporate buyers may be able to achieve synergistic cost savings with\nregard to an investment or be perceived by sellers as otherwise being more desirable bidders, which may provide them with a competitive advantage in\nbidding for an investment.\nIn all of our businesses, competition is also intense for the attraction and retention of qualified employees. Our ability to continue to compete effectively\nin our businesses will depend upon our ability to attract new employees and retain and motivate our existing employees.\nFor additional information concerning the competitive risks that we face, see “— Item 1A. Risk Factors — Risks Related to Our Business — The asset\nmanagement business is intensely competitive.”\nEnvironmental, Social and Governance\nWe aim to develop resilient companies and competitive assets that deliver long-term value for our investors. ESG principles have long informed the way\nwe run our firm, approach investing and partner with the assets in our portfolio. In recent years we have formalized our approach by building a dedicated\ncorporate ESG team that looks to develop ESG policies and support integration within the business units, and regularly reports progress to stakeholders.\nESG at Blackstone is overseen by senior management. Senior management reports quarterly on ESG to our board of directors, which is responsible for\nreviewing our ESG strategy. We also engage with several organizations to help inform our approach, including the Taskforce on Climate-related Financial\nDisclosures (“TCFD”).\nWe believe that for certain investment strategies, consideration of appropriate ESG factors can help us identify attractive investment opportunities and\nassess potential risks in furtherance of our mission to deliver strong returns. Accordingly, we are seeking to develop a tailored approach to consideration of\nESG factors in the investment lifecycle that takes into account, among other factors, the asset class and structure of the investment.\nWe are focused on corporate sustainability and pursuing environmental performance improvements at our office locations. We proactively renovate our\nspaces to provide additional employee amenities and comfort while implementing efficient lighting and HVAC systems. Blackstone also has an Emissions\nReduction Program, which aims to decrease energy spend by reducing Scope 1 and Scope 2 carbon emissions by 15% on average across certain new\ninvestments where we control energy usage within the first three full calendar years of ownership. We continue to expand our resources to enable us to\ndrive long-term value through sustainability practices, energy efficiency and decarbonization at scale.  \n18\nHuman Capital Management\nBlackstone’s employees are integral to our culture of integrity, professionalism, excellence and cooperation. The intellectual capital collectively\npossessed by our employees is our most important asset. We hire qualified people, train them and encourage them to work together to provide their best\nthinking to the firm for the benefit of the investors in the funds we manage. As of December 31, 2022, we employed approximately 4,695 people. During\n2022, our total number of employees increased by approximately 900.\nOur board of directors plays an active role in overseeing our human capital management efforts. To that end, senior management reviews with our\nboard of directors management succession planning and development and other key aspects of our talent management strategy.\nEmployee and Community Engagement\nBlackstone is committed to ensuring our employees are engaged with their work and with their local communities. To that end, Blackstone regularly\ngathers feedback from our employees via internal and/or external surveys to assess employee engagement and satisfaction and develop targeted solutions.\nBlackstone also supports its employee affinity networks which are dedicated to recruiting, retaining and raising awareness of diverse groups through\nspeaker series, networking events, service opportunities and mentoring relationships.\nIn addition, the Blackstone Charitable Foundation (“BXCF”) was established in 2007, and is committed to supporting Blackstone’s goal of helping foster\neconomic opportunity and career mobility for historically underrepresented groups. This includes, among other initiatives, its signature Blackstone\nLaunchPad network, which helps college and university students gain entrepreneurial experiences and competencies to build successful companies and\ncareers, and BX Connects, a global program that provides Blackstone employees with the opportunity to support their local communities through\nvolunteering and giving. BX Connects uses the firm’s scale, talent and resources to make grants, develop nonprofit partnerships and create employee\nengagement opportunities. Approximately 80% of our employees engaged globally with BXCF’s charitable initiatives in 2022.\nTalent Acquisition, Development and Retention\nWe believe the talent of our employees, coupled with our rigorous investment process, has supported our excellent investment record over many years.\nWe are therefore focused on hiring, training, motivating and retaining talented individuals. Across all our businesses, we face intense competition for\nqualified personnel.\nWe seek to attract candidates from diverse backgrounds and skill sets and to hire the brightest minds in our industry. We believe our reputation, talent\ndevelopment opportunities and compensation make us an attractive employer. We encourage independent thinking and reward initiative while providing\ntraining and development opportunities to help our employees grow professionally. In addition, our Respect at Work programs and trainings help maintain an\ninclusive work environment in which all individuals are treated with respect and dignity. Employee education and training are also critical to maintaining a\nculture of compliance.\nBlackstone offers a wide range of learning and professional development opportunities, both formally and informally, to help employees advance their\ncareers and maximize the value they can add to the global firm. Incoming analyst classes are provided with training that spans their first few years. In\n\n\naddition, our new hires are provided with training and other opportunities to help them thrive in our culture, including through our Culture Program and our\nLeadership Speaker Series. Blackstone employees are trained or enrolled in compliance training when they start at the firm and we retrain employees\nglobally at least once annually. Over the course of their careers at Blackstone, employees are offered learning opportunities in a number of areas including\nleadership and management development and communication skills, among others. We offer a global development curriculum on key capabilities required\nto succeed at Blackstone, and we partner with external organizations to deliver training programs for our employees. We consistently seek to create visibility\nand opportunities for talent to take on roles\n \n19\nbeyond their current positions, and for managers to connect regularly to discuss and match talent with critical roles. These efforts result in cross-pollination\nof talent that we believe engages our people and generates stronger outcomes for the firm.\nAs discussed below, we seek to retain and incentivize the performance of our employees through our compensation structure. We also enter into non-\ncompetition and non-solicitation agreements with certain employees. See “Part III. Item 11. Executive Compensation — Non-Competition and Non-\nSolicitation Agreements” for a description of the material terms of such agreements.\nDiversity, Equity and Inclusion (“DEI”)\nWe believe a diverse and inclusive workforce makes us better investors and a better firm. We are committed to attracting, developing and advancing a\ndiverse workforce that represents a spectrum of backgrounds, identities and experiences. We are focused on embedding DEI principles to maintain a\nculture of equity and inclusion. We believe this will leverage the diversity of our workforce and deliver results for our investors.\nTo that end, our talent acquisition platform includes programs aimed at expanding diversity at Blackstone and in financial services, such as the\nBlackstone Future Women Leaders program and the Blackstone Diverse Leaders program. Our employees are invited to participate in our internal affinity\nnetworks, which seek to engage, connect and create a supportive environment for our employees, including by hosting speaker series, professional\ndevelopment panels and social events. These networks include our Blackstone Women’s Initiative, Working Families Network, OUT Blackstone, Blackstone\nVeterans Network and Diverse Professionals Network, which was recently expanded to include a community of networks for Black, Hispanic and Latino,\nAsian and South Asian and Middle Eastern employees and allies. We have also achieved a score of 100% on the Human Rights Campaign Corporate\nEquality Index, earning the designation as a “Best Place to Work for LGBT+ Equality” for the fourth year in a row in 2022.\nWe believe diversity of thought and experience builds better businesses. We seek to ensure that our board of directors is composed of members whose\ncollective experience, qualifications and skills will allow the board to effectively satisfy its oversight responsibilities. We also recognize that diversity is an\nimportant component of effective governance. Over one-third of our board of directors is diverse, based on gender, race and sexual orientation, when\nknown. Likewise, with respect to our portfolio companies, in 2021 we announced that we will target at least one-third diverse representation on new\ncontrolled portfolio company boards in the U.S. and Europe. We also launched our Career Pathways pilot program, creating economic opportunity across\nour portfolio through career mobility and ensuring select portfolio companies have access to the largest pool of talent.\nCompensation and Benefits\nOur compensation is designed to motivate and retain employees and align their interests with those of the investors in our funds. In particular, incentive\ncompensation for our senior managing directors and employees involves a combination of annual cash bonus payments and performance interests or\ndeferred equity awards, which we believe encourages them to focus on the performance of our investment funds and the overall performance of the firm.\nThe proportion of compensation that is “at risk” generally increases as an employee’s level of responsibility rises. Employees at higher total compensation\nlevels are generally targeted to receive a greater percentage of their total compensation payable in annual cash bonuses, participation in performance\ninterests, and deferred equity awards and a lesser percentage in the form of base salary compared to employees at lower total compensation levels. To\nfurther align their interests with those of investors in our funds, our employees have the opportunity to make investments in or alongside our funds and other\nvehicles we manage. We also provide our employees robust health and retirement offerings, as well as a variety of quality of life benefits, including time-off\noptions and well-being and family planning resources.\nWe believe our current compensation and benefit allocations for senior professionals are best in class and are consistent with companies in the\nalternative asset management industry. Our senior management periodically\n \n20\nreviews the effectiveness and competitiveness of our compensation program. Most of our current senior managing directors and other senior personnel\nhave equity interests in our business that entitle such personnel to cash distributions. See “Part III. Item 11. Executive Compensation – Compensation\nDiscussion and Analysis – Overview of Compensation Philosophy and Program” for more information on compensation of our senior managing directors and\ncertain other employees.\nBlackstone also offers comprehensive and competitive benefits to its full-time employees, including primary and secondary caregiver leave, adoption\nleave, phased back to work, fertility coverage, back up childcare and more. We continually evaluate and enhance our offerings to meet the needs of our\nemployees. For example, we offer additional family planning benefits for U.S. employees such as enhancing infertility benefits to include cryopreservation\nand primary caregiver leave up to 21 weeks.\nHealth and Wellness\nWe care greatly about the health, safety and wellbeing of our employees. We offer employee well-being programs, including an online therapy program\nand access to an education platform with coaching to support working parents and caretakers caring for children who have behavioral problems, autism or\ndevelopmental disabilities. We also provide access to programs to further assist our employees in managing their lives outside of work, such as group legal\nservices to help with estate planning and surrogacy agreements. In addition, during the COVID-19 pandemic we invested over $15.9 million and\n$28.7 million for the years ended December 31, 2022 and 2021, respectively, in extensive measures to ensure employee safety and wellbeing of our\nemployees and their families and the seamless functioning of the firm.\nData Privacy and Security\nBlackstone is committed to privacy and data protection. These topics are included in routine training received at least once annually by employees.\nData privacy is typically addressed in the Global Head of Compliance’s annual update to our board of directors. Blackstone’s approach to data protection is\nset out in our Online Privacy Notice and its Investor Data Privacy Notice. Our Data Policy and Strategy Officer oversees privacy, data protection and\ninformation risk management efforts, leading the privacy and data protection function, which conducts privacy impact assessments, implements privacy-by-\ndesign initiatives and reconciles global privacy programs with local privacy requirements. Our privacy function also supports the Data Protection Operating\nCommittee, Blackstone’s global privacy compliance steering committee.\nBlackstone has built a dedicated cybersecurity team and maintains a comprehensive cybersecurity program to protect our systems, our operations and\nthe data entrusted to us by our investors, employees, portfolio companies and business partners. Blackstone’s cybersecurity program is led by our Chief\n\n\nInformation Security Officer, who works closely with our senior management to develop and advance the firm’s cybersecurity strategy and regularly reports\nto our board of directors and the audit committee of our board of directors on cybersecurity matters. We believe that cybersecurity is a team effort — every\nemployee has a responsibility to help protect the firm and secure its data. We conduct regular testing at least once a year to identify vulnerabilities before\nthey can be exploited by attackers, using automated tools and “white hat” hackers. We examine and validate our program every two to three years with third\nparties, measuring it against industry standards and established frameworks, such as the National Institute of Standards and Technology and Center for\nInternet Security. We have a comprehensive Security Incident Response Plan to ensure that any non-routine events are properly escalated. These plans\nare validated at least annually through a cyber incident tabletop exercise to consider the types of decisions that would need to be made in the event of a\ncyber incident. We have engaged in scenario planning exercises around cyber incidents.\n \n21\nRegulatory and Compliance Matters\nOur businesses, as well as the financial services industry generally, are subject to extensive regulation in the United States and in many of the markets\nin which we operate.\nMany of our businesses are subject to compliance with laws and regulations of U.S. federal and state governments, non-U.S. governments, their\nrespective agencies and/or various self-regulatory organizations or exchanges. The SEC and various self-regulatory organizations, state securities\nregulators and international securities regulators have in recent years increased their regulatory activities, including regulation, examination and\nenforcement in respect of asset management firms, including Blackstone. Any failure to comply with these regulations could expose us to liability and/or\ndamage our reputation. Our businesses have operated for many years within a legal framework that requires us to monitor and comply with a broad range\nof legal and regulatory developments that affect our activities. However, additional legislation, changes in rules promulgated by financial regulatory\nauthorities or self-regulatory organizations or changes in the interpretation or enforcement of existing laws and rules, either in the United States or abroad,\nmay directly affect our mode of operation and profitability.\nAll of the investment advisers of our investment funds operating in the U.S. are registered as investment advisers with the SEC under the Advisers Act\n(other investment advisers may be registered in non-U.S. jurisdictions). Registered investment advisers are subject to the requirements and regulations of\nthe Advisers Act. Such requirements relate to, among other things, fiduciary duties to advisory clients, maintaining an effective compliance program and\ncode of ethics, investment advisory contracts, solicitation agreements, conflicts of interest, recordkeeping and reporting requirements, disclosure,\nadvertising and custody requirements, political contributions, limitations on agency cross and principal transactions between an adviser and advisory clients,\nand general anti-fraud prohibitions. Certain investment advisers are also registered with international regulators in connection with their management of\nproducts that are locally distributed and/or regulated.\nBlackstone Securities Partners L.P. (“BSP”), a subsidiary through which we conduct our capital markets business and certain of our fund marketing and\ndistribution, is registered as a broker-dealer with the SEC and is subject to regulation and oversight by the SEC, is a member of the Financial Industry\nRegulatory Authority, or “FINRA,” and is registered as a broker-dealer in 50 states, the District of Columbia, the Commonwealth of Puerto Rico and the\nVirgin Islands. In addition, FINRA, a self-regulatory organization subject to oversight by the SEC, adopts and enforces rules governing the conduct, and\nexamines the activities, of its member firms, including BSP. State securities regulators also have regulatory oversight authority over BSP.\nBroker-dealers are subject to regulations that cover all aspects of the securities business, including, among others, the implementation of a supervisory\ncontrol system over the securities business, advertising and sales practices, conduct of and compensation in connection with public securities offerings,\nmaintenance of adequate net capital, record keeping and the conduct and qualifications of employees. In particular, as a registered broker-dealer and\nmember of FINRA, BSP is subject to the SEC’s uniform net capital rule, Rule 15c3-1. Rule 15c3-1 specifies the minimum level of net capital a broker-dealer\nmust maintain and also requires that a significant part of a broker-dealer’s assets be kept in relatively liquid form. The SEC and various self-regulatory\norganizations impose rules that require notification when net capital of a broker-dealer falls below certain predefined criteria, limit the ratio of subordinated\ndebt to equity in the capital structure of a broker-dealer and constrain the ability of a broker-dealer to expand its business under certain circumstances.\nAdditionally, the SEC’s uniform net capital rule imposes certain requirements that may have the effect of prohibiting a broker-dealer from distributing or\nwithdrawing capital and requiring prior notice to the SEC for certain withdrawals of capital.\nIn addition, certain of the closed-end and open-end investment companies we manage, advise or sub-advise are registered, or regulated as a BDC,\nunder the 1940 Act. The 1940 Act and the rules thereunder govern, among other things, the relationship between us and such investment vehicles and limit\nsuch investment vehicles’ ability to enter into certain transactions with us or our affiliates, including other funds managed, advised or sub-advised by us.\n \n22\nPursuant to the U.K. Financial Services and Markets Act 2000, or “FSMA,” certain of our subsidiaries are subject to regulations promulgated and\nadministered by the Financial Conduct Authority (“FCA”). The FSMA and rules promulgated thereunder form the cornerstone of legislation which governs all\naspects of our investment business in the United Kingdom, including sales, provision of investment advice, use and safekeeping of client funds and\nsecurities, regulatory capital, recordkeeping, approval standards for individuals, anti-money laundering, periodic reporting and settlement procedures. The\nBlackstone Group International Partners LLP (“BGIP”) acts as a sub-advisor to its Blackstone U.S. affiliates in relation to the investment and re-investment\nof Europe, Middle East and Africa (“EMEA”) based assets of Blackstone Funds, arranging transactions to be entered into by or on behalf of Blackstone\nFunds, and providing certain related services. Until December 31, 2020, BGIP had a MiFID II (as defined herein) cross-border passport to provide\ninvestment services into the European Economic Area (“EEA”). As of January 1, 2021, as a result of the U.K.’s withdrawal from the European Union, BGIP\nno longer has a MiFID II passport. Consequently, BGIP can only provide investment services in certain EEA jurisdictions where it has obtained a domestic\nlicense on a cross-border services basis (currently, Belgium, Denmark, Finland and Italy), or can operate pursuant to an exemption or relief (currently\nIreland, Lichtenstein and Norway), although in certain cases with time limitations. BGIP’s principal place of business is in London and it has representative\noffices or corporate branches in Abu Dhabi and France.\nBlackstone Ireland Limited (formerly known as Blackstone / GSO Debt Funds Management Europe Limited) (“BIL”) is authorized and regulated by the\nCentral Bank of Ireland (“CBI”) as an Investment Firm under the (Irish) European Union (Markets in Financial Instruments) Regulations 2017, which largely\nimplements MiFID II in Ireland. BIL’s principal activity is the provision of management and advisory services to certain CLO and sub-advisory services to\ncertain affiliates. Blackstone Ireland Fund Management Limited (formerly known as Blackstone / GSO Debt Funds Management Europe II Limited) (“BIFM”)\nis authorized and regulated by the CBI as an Alternative Investment Fund Manager under the (Irish) European Union (Alternative Investment Fund\nManagers Regulations) 2013 (“AIFMRs”), which largely implements the EU Alternative Investment Fund Managers Director (“AIFMD”) in Ireland. BIFM acts\nas AIFM and provides investment management functions including portfolio management, risk management, administration, marketing and related activities\nto 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\nrulebook.\nBlackstone Europe Fund Management S.à r.l. (“BEFM”) is an authorized Alternative Investment Fund Manager under the Luxembourg Law of 12 July\n2013 on alternative investment fund managers (as amended, the “AIFM Law”), which largely implements AIFMD in Luxembourg. BEFM may also provide\ndiscretionary portfolio management services, investment advice and reception and transmission of orders in accordance with article 5(4) of the AIFM Law.\nBEFM provides investment management functions including portfolio management, risk management, administration, marketing and related activities to the\nassets of its alternative investment funds, in accordance with the AIFM Law and the regulatory provisions imposed by the Commission de Surveillance du\nSecteur Financier in Luxembourg. As of January 1, 2021, BEFM promotes Blackstone products and services in European countries where BGIP is not\n\n\notherwise licensed to do so. BEFM has branches in Paris, Milan and Frankfurt which provides marketing services and where distribution and deal sourcing\nindividuals are based.\nCertain Blackstone operating entities are licensed and subject to regulation by financial regulatory authorities in Japan, Hong Kong, Australia and\nSingapore: The Blackstone Group Japan K.K., a financial instruments firm, is registered with Kanto Local Finance Bureau and regulated by the Japan\nFinancial Services Agency; The Blackstone Group (HK) Limited is regulated by the Hong Kong Securities and Futures Commission; The Blackstone Group\n(Australia) Pty Limited and Blackstone Real Estate Australia Pty Limited each holds an Australian financial services license authorizing it to provide financial\nservices in Australia and is regulated by the Australian Securities and Investments Commission; and Blackstone Singapore Pte. Ltd. is regulated by the\nMonetary Authority of Singapore.\n \n23\nRigorous legal and compliance analysis of our businesses and investments is endemic to our culture and risk management. Our Chief Legal Officer and\nGlobal Head of Compliance, together with the Chief Compliance Officers of each of our businesses, supervise our compliance personnel, who are\nresponsible for addressing the regulatory and compliance matters that affect our activities. We strive to maintain a culture of compliance through the use of\npolicies and procedures including a code of ethics, electronic compliance systems, testing and monitoring, communication of compliance guidance and\nemployee education and training. Our compliance policies and procedures address regulatory and compliance matters such as the handling of material non-\npublic information, personal securities trading, marketing practices, gifts and entertainment, anti-money laundering, anti-bribery and sanctions, valuation of\ninvestments on a fund-specific basis, recordkeeping, potential conflicts of interest, the allocation of investment and co-investment opportunities, collection of\nfees and expense allocation.\nOur compliance group also monitors the information barriers that we maintain between Blackstone’s businesses. We believe that our various\nbusinesses’ access to the intellectual knowledge and contacts and relationships that reside throughout our firm benefits all of our businesses. To maximize\nthat access and related synergies without compromising compliance with our legal and contractual obligations, our compliance group oversees and monitors\nthe communications between groups that are on the private side of our information barrier and groups that are on the public side, as well as between\ndifferent public side groups. Our compliance group also monitors contractual obligations that may be impacted and potential conflicts that may arise in\nconnection with these inter-group discussions.\nIn addition, disclosure controls and procedures and internal controls over financial reporting are documented, tested and assessed for design and\noperating effectiveness in accordance with the U.S. Sarbanes-Oxley Act of 2002. Internal Audit, which independently reports to the audit committee of our\nboard of directors, operates with a global mandate and is responsible for the examination and evaluation of the adequacy and effectiveness of the\norganization’s governance and risk management processes and internal controls, as well as the quality of performance in carrying out assigned\nresponsibilities to achieve the organization’s stated goals and objectives.\nOur enterprise risk management framework is designed to manage non-investment risk areas across the firm, such as strategic, financial, human\ncapital, legal, operational, regulatory, reputational and technology risks. Our enterprise risk committee assists Blackstone management to identify, assess,\nmonitor and mitigate such key enterprise risks at the corporate, business unit and fund level. The enterprise risk committee is chaired by our Chief Financial\nOfficer and is comprised of senior management across business units, corporate functions and regions. Senior management reports to the audit committee\nof the board of directors on the agenda of risk topics evaluated by the enterprise risk committee and provides periodic risk reports, a summary of its view on\nkey risks to the firm and detailed assessments of selected risks, as applicable. Our firmwide valuation committee reviews the valuation process for\ninvestments held by us and our investment vehicles, including the application of appropriate valuation standards on a consistent basis. The firmwide\nvaluation committee is chaired by our Chief Financial Officer and is comprised of senior heads of Blackstone’s businesses and representatives from legal\nand finance. The review committees and/or investment committees of our businesses review and evaluate investment opportunities in a framework that\nincludes a qualitative and quantitative assessment of the key risks of investments. See “— Investment Process and Risk Management.”\nThere are a number of pending or recently enacted legislative and regulatory initiatives that could significantly affect our business. Please see “—\nItem 1A. Risk Factors — Risks Related to Our Business — Financial regulatory changes in the United States could adversely affect our business” and “—\nComplex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.”\n \n24\nAvailable Information\nEffective August 6, 2021, The Blackstone Group Inc. changed its name to Blackstone Inc. Effective July 1, 2019, Blackstone Inc. converted from a\nDelaware limited partnership to a Delaware corporation. Blackstone was formed as a Delaware limited partnership on March 12, 2007.\nWe file annual, quarterly and current reports and other information with the SEC. These filings are available to the public over the internet at the SEC’s\nwebsite at www.sec.gov.\nOur principal internet address is www.blackstone.com. We make available free of charge on or through www.blackstone.com our annual reports on\nForm 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, as soon as reasonably practicable after we\nelectronically file such material with, or furnish it to, the SEC. The contents of our website are not, however, a part of this report.\n \nItem 1A.\nRisk Factors\nRisks Related to Our Business\nDifficult market and geopolitical conditions can adversely affect our business in many ways, each of which could materially reduce our revenue,\nearnings and cash flow and adversely affect our financial prospects and condition.\nOur business is materially affected by financial market and economic conditions and events throughout the world that are outside our control. We may\nnot be able to or may choose not to manage our exposure to these conditions and/or events. Such conditions and/or events can adversely affect our\nbusiness in many ways, including reducing the ability of our funds to raise or deploy capital, reducing the value or performance of our funds’ investments\nand making it more difficult for our funds to exist and realize value from existing investment. This could in turn materially reduce our revenue, earnings and\ncash flow and adversely affect our financial prospects and condition. In addition, in the face of a difficult market or economic environment, we may need to\nreduce our fixed costs and other expenses in order to maintain profitability, including cutting back or eliminating the use of certain services or service\nproviders, or terminating the employment of a significant number of our personnel that, in each case, could be important to our business and without which\nour operating results could be adversely affected. A failure to manage or reduce our costs and other expenses within a time frame sufficient to match any\ndecrease in profitability would adversely affect our operating performance.\nTurmoil in the global financial markets can provoke significant volatility of equity and debt securities prices. This can have a material and rapid impact\non our mark-to-market valuations, particularly with respect to our public holdings and credit investments. While inflation in the U.S. has recently shown signs\nof moderating, record inflation experienced in the U.S. throughout 2022 and steps taken by the Federal Reserve to dramatically increase interest rates in\nresponse have contributed to volatility in the debt and equity markets. Heightened competition for workers and rising energy and commodity prices have\ncontributed to increasing wages and other inputs. Higher inflation and rising input costs put pressure on our funds’ portfolio companies’ profit margins,\n\n\nparticularly where pricing power is lacking. Similarly, the valuations of our funds’ real estate assets have been and may continue to be adversely impacted\nby inflation, higher interest rates and a rising cost of capital. In a continued inflationary and high interest rate environment, the performance of our funds’ real\nestate assets could be adversely affected notwithstanding a sustained level of cash flow growth. Such an adverse macroeconomic environment could be\neven more challenging for traditional office properties and those with long-term leases that do not provide for short term rent increases to offset higher\ninterest rates and a rising cost of capital. In China, the government has in recent years implemented a number of measures to control the rate of economic\ngrowth in the country, including by raising interest rates and adjusting deposit reserve ratios for commercial banks, and through other measures designed to\ntighten credit and liquidity. The China growth rate has been slowing, and further slowing could have a systemic impact on the global economy and on equity\nand debt markets. As publicly traded equity securities have in recent years represented an increasingly significant proportion of the assets of many of our\nfunds, stock market volatility, including a sharp decline in the stock market may adversely affect our results, including our revenues and net income. In\naddition,\n \n25\nour public equity holdings have at times been concentrated in a few large positions, thereby making our unrealized mark-to-market valuations particularly\nsensitive to sharp changes in the price of any of these positions. Further, although the equity markets are not the only means by which we exit investments,\nshould we continued to experience a period of challenging equity markets, our funds may experience continued difficulty in realizing value from investments.\nGeopolitical concerns and other global events, including, without limitation, trade conflict, civil unrest, national and international political circumstances\n(including outbreak of war, terrorist acts or security operations) and pandemics or other severe public health events, have contributed and may continue to\ncontribute to volatility in global equity and debt markets. For example, the ongoing war between Russia and Ukraine and the global response thereto,\nincluding the imposition of widespread economic and other sanctions, has significantly impacted the global economy and financial markets.\nIn addition to the factors described above, other market, economic and geopolitical factors described herein that may adversely affect our business\ninclude, without limitation:\n \n \n•\n \nhigher prices for commodities or other goods,\n \n•\n \neconomic slowdown or recession in the U.S. and internationally,\n \n•\n \nchanges in interest rates and/or a lack of availability of credit in the U.S. and internationally, and\n \n•\n \nchanges in law and/or regulation, and uncertainty regarding government and regulatory policy, including in connection with the current\nadministration.\nA period of economic slowdown, which may be across one or more industries, sectors or geographies, contributes to operating performance\nchallenges for certain of our funds’ investments, which could adversely affect our operating results and cash flows.\nIn recent years, we have experienced periods of economic slowdown and in some instances, contraction, as countries and industries around the globe\ngrappled with the short and long-term economic impacts of the COVID-19 pandemic. Higher interest rates or elevated interest rates for a sustained period\ncould also result in an economic slowdown. Economic contraction or further deceleration in the rate of growth in certain industries, sectors or geographies\nmay contribute to poor financial results at our funds’ portfolio companies, which may result in lower investment returns for our funds. For example, periods of\neconomic weakness have contributed and may in the future contribute to a decline in commodity prices and decreased consumer demand for certain goods\nand 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\nconsumer investments.\nIn addition, historically high rates of inflation, including in the U.S., have contributed to heightened costs of labor, energy and materials, which have put\nprofit margin pressure on and negatively impacted the performance of certain of our funds’ portfolio companies. The performance of such companies would\nlikely be further negatively impacted in a continuing inflationary environment, particularly against a backdrop of economic slowdown or contraction. For\nexample, high rates of inflation and significant interest rate increases contributed to significant market volatility in 2022, which disproportionately negatively\nimpacted the value of future cash flows of technology and growth companies. These companies may be subject to continued depressed, or even further\ndeclines in, values in a challenging market environment. To the extent the performance of our funds’ investments in such companies, as well as valuation\nmultiples, do not ultimately improve, our funds may sell those assets at values that are less than we projected or even at a loss, thereby significantly\naffecting those investment funds’ performance. In addition, as the governing agreements of our funds contain only limited requirements regarding\ndiversification of fund investments (by, for example, sector or geographic region), during periods of economic slowdown in certain sectors or regions, the\nimpact on our funds may be exacerbated by concentration of investments in such sectors or regions. As a result, our ability to raise new funds, as well as\nour operating results and cash flows, could be adversely affected.\n \n26\nIn addition, during periods of weakness, our funds’ portfolio companies may also have difficulty expanding their businesses and operations or meeting\ntheir debt service obligations or other expenses as they become due, including expenses payable to us. Furthermore, negative market conditions could\npotentially result in a portfolio company entering bankruptcy proceedings, thereby potentially resulting in a complete loss of the fund’s investment in such\nportfolio company and a significant negative impact to the fund’s performance and consequently to our operating results and cash flow, as well as to our\nreputation. In addition, negative market conditions would also increase the risk of default with respect to investments held by our funds that have significant\ndebt investments, such as our credit-focused funds.\nHigh interest rates and challenging debt market conditions could negatively impact the values of certain assets or investments and the ability of\nour funds and their portfolio companies to access the capital markets on attractive terms, which could adversely affect investment and\nrealization opportunities, lead to lower-yielding investments and potentially decrease our net income.\nIn 2022, in light of increasing inflation, the U.S. Federal Reserve increased interest rates seven times. The U.S. Federal Reserve has also indicated that\nit expects continued increases in interest rates in 2023. Rising interest rates create downward pressure on the price of real estate and the value of fixed-rate\ndebt investments made by our funds. Further, our funds have faced, and could continue to face, difficulty in realizing value from investments due to\nsustained declines in equity market values as a result of concerns regarding interest rates.\nAn increase in interest rates has and could continue to increase the cost of debt financing for the transactions our funds pursue. Further, a significant\ncontraction or weakening in the market for debt financing or other adverse change relating to the terms of debt financing (such as, for example, higher\nequity requirements and/or more restrictive covenants), particularly in the area of acquisition financings for private equity and real estate transactions, could\nhave a material adverse impact on our business. For example, a portion of the indebtedness used to finance certain fund investments often includes high-\nyield debt securities issued in the capital markets. Availability of capital from the high-yield debt markets is subject to significant volatility, and there may be\ntimes when we might not be able to access those markets at attractive rates, or at all, when completing an investment. Further, the financing of acquisitions\nor the operations of our funds’ portfolio companies with debt may become less attractive due to limitations on the deductibility of corporate interest expense.\nSee “— Changes in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse interpretation of these items by tax\nauthorities could adversely affect us, including by adversely impacting our effective tax rate and tax liability.”\nIf our funds are unable to obtain committed debt financing for potential acquisitions, can only obtain debt financing at an increased interest rate or on\n\n\nunfavorable terms or the ability to deduct corporate interest expense is substantially limited, our funds may face increased competition from strategic buyers\nof assets who may have an overall lower cost of capital or the ability to benefit from a higher amount of cost savings following an acquisition, or may have\ndifficulty completing otherwise profitable acquisitions or may generate profits that are lower than would otherwise be the case, each of which could lead to a\ndecrease in our funds’ performance and therefore our revenues. In addition, rising interest rates, coupled with periods of significant equity and credit market\nvolatility may potentially make it more difficult for us to find attractive opportunities for our funds to exit and realize value from their existing investments.\nOur funds’ portfolio companies also regularly utilize the corporate debt markets to obtain financing for their operations. To the extent monetary policy,\ntax or other regulatory changes or difficult credit markets render such financing difficult to obtain, more expensive or otherwise less attractive, this may also\nnegatively impact the financial results of those portfolio companies and, therefore, the investment returns on our funds. In addition, to\n \n27\nthe extent that market conditions and/or tax or other regulatory changes make it difficult or impossible to refinance debt that is maturing in the near term,\nsome of our funds’ portfolio companies may be unable to repay such debt at maturity and may be forced to sell assets, undergo a recapitalization or seek\nbankruptcy protection.\nAnother pandemic or global health crisis like the COVID-19 pandemic may adversely impact our performance and results of operations.\nFrom 2020 to 2022, in response to the COVID-19 pandemic, many countries took measures to limit the spread of the virus, including instituting\nquarantines or lockdowns, imposing travel restrictions and vaccination mandates for certain workers or activities and limiting operations of certain non-\nessential businesses. Such restrictions caused labor shortages and disrupted global supply chains, which contributed to prolonged disruption of the global\neconomy. A widespread reoccurrence of COVID-19, or the occurrence of another pandemic or global health crisis, could increase the possibility of periods\nof increased restrictions on business operations, which may adversely impact our business, financial condition, results of operations, liquidity and prospects\nmaterially and exacerbate many of the other risks discussed in this “Risk Factors” section.\nIn the event of another pandemic or global health crisis like the COVID-19 pandemic, our funds’ portfolio companies may experience decreased\nrevenues and earnings, which may adversely impact our ability to realize value from such investments and in turn reduce our performance revenues.\nInvestments in certain sectors, including hospitality, location-based entertain, retail, travel, leisure and events, and in certain geographies, office and\nresidential, could be particularly negatively impacted, as was the case during the COVID-19 pandemic. Our funds’ portfolio companies may also face\nincreased credit and liquidity risk due to volatility in financial markets, reduced revenue streams and limited access or higher cost of financing, which may\nresult in potential impairment of our or our funds’ investments. In addition, borrowers of loans, notes and other credit instruments in our credit funds’\nportfolios may be unable to meet their principal or interest payment obligations or satisfy financial covenants, and tenants leasing real estate properties\nowned by our funds may not be able to pay rents in a timely manner or at all, resulting in a decrease in value of our funds’ credit and real estate\ninvestments. In the event of significant credit market contraction as a result of a pandemic or similar global health crisis, certain of our funds may be limited\nin their ability to sell assets at attractive prices or in a timely manner in order to avoid losses and margin calls from credit providers. In our liquid and semi-\nliquid vehicles, such a contraction could cause investors to seek liquidity in the form of redemptions from our funds, adversely impacting management fees.\nOur management fees may also be negatively impacted if we experience a decline in the pace of capital deployment or fundraising.\nIn addition, a pandemic or global health crisis may pose enhanced operational risks. For example, our employees may become sick or otherwise\nunable to perform their duties for an extended period, and extended public health restrictions and remote working arrangements may impact employee\nmorale, integration of new employees and preservation of our culture. Remote working environments may also be less secure and more susceptible to\nhacking attacks. Moreover, our third party service providers could be impacted by an inability to perform due to pandemic-related restrictions or by failures\nof, or attacks on, their technology platforms.\nA decline in the pace or size of investments made by our funds may adversely affect our revenues.\nThe revenues that we earn are driven in part by the pace at which our funds make investments and the size of those investments, and a decline in the\npace or the size of such investments may reduce our revenues. In particular, in recent years we have meaningfully increased the number of perpetual\ncapital vehicles we offer and the assets under management in such vehicles, particularly in our Real Estate and Credit & Insurance segments. The fees we\nearn from our perpetual capital vehicles, including our Core+ real estate strategy, represent a significant and growing portion of our overall revenues. If our\nfunds, including our perpetual capital vehicles, are unable to deploy capital at a sufficient pace, our revenues would be adversely impacted. Many factors\ncould cause a decline in the pace of investment, including a market environment characterized by high prices, the inability of\n \n28\nour investment professionals to identify attractive investment opportunities, competition for such opportunities among other potential acquirers, decreased\navailability of financing on attractive terms or decreased availability of investor capital, including potentially as a result of a challenging fundraising\nenvironment or heightened investor requests for repurchases in certain perpetual capital vehicles. A number of our funds, including our real estate and\nprivate equity funds, have invested and intend to continue to invest in large transactions or transactions that otherwise have substantial business, regulatory\nor legal complexity and may be more difficult to execute successfully than smaller or less complex investments. In addition, realizing value from such\ninvestments may be more difficult as a result of, among other things, a limited universe of potential acquirers.\nWe may also fail to consummate identified investment opportunities because of regulatory or legal complexities or uncertainty and adverse\ndevelopments in the U.S. or global economy, financial markets or geopolitical conditions, and our ability to deploy capital in certain countries may be\nadversely impacted by U.S. and foreign government policy changes and regulations. For example, the ability to deploy capital in China has been adversely\nimpacted by policies and regulations in China and the U.S. This may be exacerbated prospectively. For example, the U.S. House of Representatives passed\na bill that, if enacted its current or a similar form, would subject certain outbound investments from the U.S. into China to heightened review by the U.S.\ngovernment. As a related matter, certain senior administration officials have indicated that the current administration is formulating an approach to address\noutbound investments in sensitive technologies. There is public speculation that this formulation will involve an outbound investment screening mechanism,\nparticularly relating to China and China-adjacent investments, which could further negatively impact our ability to deploy capital in such countries. See “—\nLaws 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\ndifficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.”\nOur revenue, earnings, net income and cash flow can all vary materially, which may make it difficult for us to achieve steady earnings growth on\na quarterly basis and may cause the price of our common stock to decline.\nOur revenue, net income and cash flow can all vary materially due to our reliance on Performance Revenues. We may experience fluctuations in our\nresults, including our revenue and net income, from quarter to quarter due to a number of other factors, including timing of realizations, changes in the\nvaluations of our funds’ investments, changes in the amount of distributions, dividends or interest paid in respect of investments, changes in our operating\nexpenses and the degree to which we encounter competition, each of which may be impacted by economic and market conditions. Achieving steady growth\nin net income and cash flow on a quarterly basis may be difficult, which could in turn lead to large adverse movements or general increased volatility in the\nprice of our common stock. We do not provide guidance regarding our expected quarterly and annual operating results. The lack of guidance may affect the\nexpectations of public market analysts and could cause increased volatility in our common stock price.\n\n\nOur cash flow may fluctuate significantly because we receive Performance Allocations from our carry funds only when investments are realized and\nachieve a certain preferred return. Performance Allocations in our carry funds depend on our carry funds’ performance and opportunities for realizing gains,\nwhich may be limited. It takes a substantial period of time to identify attractive investment opportunities, to raise all the funds needed to make an investment\nand then to realize the cash value (or other proceeds) of an investment through a sale, public offering, recapitalization or other exit. Even if an investment\nproves to be profitable, it may be a number of years before any profits can be realized in cash (or other proceeds). We cannot predict when, or if, any\nrealization of investments will occur.\nThe valuations of and realization opportunities for investments made by our funds could also be subject to high volatility as a result of uncertainty\nregarding governmental policy with respect to, among other things, tax, financial services regulation, international trade, immigration, healthcare, labor,\ninfrastructure and energy.\n \n29\nIn addition, upon the realization of a profitable investment by any of our carry funds and prior to our receiving any Performance Allocations in respect of\nthat investment, 100% of the proceeds of that investment must generally be paid to the investors in that carry fund until they have recovered certain fees\nand expenses and achieved a certain return on all realized investments by that carry fund as well as a recovery of any unrealized losses. A particular\nrealization event may have a significant impact on our results for that particular quarter that may not be replicated in subsequent quarters. We recognize\nrevenue on investments in our investment funds based on our allocable share of realized and unrealized gains (or losses) reported by such investment\nfunds, and a decline in realized or unrealized gains, or an increase in realized or unrealized losses, would adversely affect our revenue and possibly cash\nflow, which could further increase the volatility of our quarterly results. Because our carry funds have preferred return thresholds to investors that need to be\nmet prior to our receiving any Performance Allocations, substantial declines in the carrying value of the investment portfolios of a carry fund can significantly\ndelay or eliminate any Performance Allocations paid to us in respect of that fund since the value of the assets in the fund would need to recover to their\naggregate cost basis plus the preferred return over time before we would be entitled to receive any Performance Allocations from that fund.\nThe timing and receipt of Performance Allocations also varies with the life cycle of our carry funds. During periods in which a relatively large portion of\nour assets under management is attributable to carry funds and investments in their “harvesting” period, our carry funds would make larger distributions than\nin the fundraising or investment periods that precede harvesting. During periods in which a significant portion of our assets under management is\nattributable to carry funds that are not in their harvesting periods, we may receive substantially lower Performance Allocations.\nFor certain of our vehicles, including our core+ real estate funds, infrastructure funds and other of our perpetual capital vehicles, which have in recent\nyears become increasing large contributors to our earnings, our incentive income is paid between quarterly and every five years. The varying frequency of\nthese payments will contribute to the volatility of our cash flow. Furthermore, we earn this incentive income only if the net asset value of a vehicle has\nincreased or, in the case of certain vehicles, increased beyond a particular return threshold, or if the vehicle has earned a net profit. Certain of these\nvehicles also have “high water marks” whereby we do not earn incentive income during a particular period even though the vehicle had positive returns in\nsuch period as a result of losses in prior periods. If one of these vehicles experiences losses, we will not earn incentive income from it until it surpasses the\nprevious high water mark. The incentive income we earn is therefore dependent on the net asset value or the net profit of the vehicle, which could lead to\nsignificant volatility in our results.\nAdverse economic and market conditions may adversely affect the amount of cash generated by our businesses, the value of our principal\ninvestments, and in turn, our ability to pay dividends to our stockholders.\nWe primarily use cash to, without limitation (a) provide capital to facilitate the growth of our existing businesses, which principally includes funding our\ngeneral partner and co-investment commitments to our funds, (b) provide capital for business expansion, (c) pay operating expenses, including cash\ncompensation to our employees, and other obligations as they arise, including servicing our debt and (d) pay dividends to our stockholders, make\ndistributions to the holders of Blackstone Holdings Partnership Units and make repurchases under our share repurchase program. Our principal sources of\ncash are: (a) cash we received in connection with our prior bond offerings, (b) management fees, (c) realized incentive fees and (d) realized performance\nallocations, which is the sum of Realized Principal Investment Income and Realized Performance Revenues less Realized Performance Compensation. We\nhave also entered into a $4.135 billion revolving credit facility with a final maturity date of June 3, 2027. Our long-term debt totaled $11.0 billion in\nborrowings from our prior bond issuances. As of December 31, 2022, we had no borrowings outstanding under our revolving credit facility. As of\nDecember 31, 2022, we had $4.3 billion in Cash and Cash Equivalents, $1.1 billion invested in Corporate Treasury Investments and $3.5 billion in Other\nInvestments.\n \n30\nIf the global economy and conditions in the financing markets worsen, the investment performance of our funds could suffer, resulting in, for example,\nthe payment of decreased or no Performance Allocations to us. This could materially and adversely affect the amount of cash we have on hand, which could\nin turn require us to rely on other sources of cash, such as the capital markets, which may not be available to us on acceptable terms for the above\npurposes. A decrease in the amount of cash we have on hand could also materially and adversely affect our ability to pay dividends to our stockholders and\nmake repurchases under our share repurchase program. Furthermore, during adverse economic and market conditions, we might not be able to renew all\nor part of our existing revolving credit facility or find alternate financing on commercially reasonable terms. As a result, our uses of cash may exceed our\nsources of cash, thereby potentially affecting our liquidity position. In addition, we have made and expect to continue to make significant principal\ninvestments in our current and future investment funds. Contributing capital to these investment funds is risky, and we may lose some or the entire principal\namount of our investments, including, without limitation, as a result of poor investment performance in a challenging economic and market environment.\nWe depend on our founder and other key senior managing directors and the loss of their services would have a material adverse effect on our\nbusiness, results and financial condition.\nWe depend on the efforts, skill, reputations and business contacts of our founder, Stephen A. Schwarzman, our President, Jonathan D. Gray, and other\nkey senior managing directors, the information and deal flow they generate during the normal course of their activities and the synergies among the diverse\nfields of expertise and knowledge held by our professionals. Accordingly, our success will depend on the continued service of these individuals, who are not\nobligated to remain employed with us. Several key senior managing directors have left the firm in the past and others may do so in the future, and we\ncannot predict the impact that the departure of any key senior managing director will have on our ability to achieve our investment objectives. For example,\nthe governing agreements of many of our funds generally provide investors with the ability to terminate the investment period in the event that certain “key\npersons” in the fund do not meet the specified time commitment to the fund or our firm ceases to control the general partner. The loss of the services of any\nkey senior managing directors could have a material adverse effect on our revenues, net income and cash flows and could harm our ability to maintain or\ngrow assets under management in existing funds or raise additional funds in the future. We have historically relied in part on the interests of these\nprofessionals in the investment funds’ carried interest and incentive fees to discourage them from leaving the firm. However, to the extent our investment\nfunds perform poorly, thereby reducing the potential for carried interest and incentive fees, their interests in carried interest and incentive fees become less\nvaluable to them and become less effective as incentives for them to continue to be employed at Blackstone.\nOur senior managing directors and other key personnel possess substantial experience and expertise and have strong business relationships with\ninvestors in our funds, clients and other members of the business community. As a result, the loss of these personnel could jeopardize our relationships with\ninvestors in our funds, our clients and members of the business community and result in the reduction of assets under management or fewer investment\n\n\nopportunities.\nOur publicly traded structure and other factors may adversely affect our ability to recruit, retain and motivate our senior managing directors and other\nkey personnel, which could adversely affect our business, results and financial condition.\nOur most important asset is our people, and our continued success is highly dependent upon the efforts of our senior managing directors and other\nprofessionals. Our future success and growth depend to a substantial degree on our ability to retain and motivate our senior managing directors and other\nkey personnel and to strategically recruit, retain and motivate new talented personnel. The compensation of senior managing directors and other key\npersonnel generally includes awards of Blackstone equity interests that entitle the holder to distributions or dividends. Such individuals, particularly our\ncurrent senior managing directors, own a meaningful amount of such\n \n31\nequity interests (including Blackstone Holdings Partnership Units). The value of such equity interests, however, and the distributions or dividends in respect\nthereof, may not be sufficient to retain and motivate such individuals, nor may they be sufficiently attractive to strategically recruit, retain and motivate new\ntalented personnel.\nAdditionally, the minimum retained ownership requirements and transfer restrictions to which these interests are subject in certain instances lapse over\ntime, may not be enforceable in all cases and can be waived. There is no guarantee that the non-competition and non-solicitation agreements to which our\nsenior managing directors and other key personnel are subject, together with our other arrangements with them, will prevent them from leaving, joining our\ncompetitors or otherwise competing with us. In addition, there is no assurance that such agreements will be enforceable in all cases. In addition, these non-\ncompetition and non-solicitation agreements expire after a certain period of time, at which point such senior managing directors and other personnel would\nbe free to compete against us and solicit our clients and employees.\nWe might not be able to provide future senior managing directors with interests in our business to the same extent or with the same tax consequences\nfrom which our existing senior managing directors previously benefited. For example, U.S. Federal income tax law currently imposes a three-year holding\nperiod requirement for carried interest to be treated as long-term capital gains. The holding period requirement may result in some of the carried interest\nreceived by such individuals being treated as ordinary income, which would materially increase the amount of taxes that our employees and other key\npersonnel would be required to pay. Moreover, the tax treatment of carried interest continues to be an area of focus for policymakers and government\nofficials, which could result in further regulatory action by federal or state governments. See “— Changes in U.S. and foreign taxation of businesses and\nother tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely affect us, including by adversely\nimpacting our effective tax rate and tax liability.” In addition, certain states have temporarily increased the income tax rate for the state’s highest earners,\nwhich could subject certain of our personnel to the highest combined state-and-local tax rate in the United States. Potential tax rate increases and changes\nto the tax treatment of carried interest and in applicable tax laws, along with changing opinions regarding living in some geographies where we have offices,\nmay adversely affect our ability to recruit, retain and motivate our current and future professionals.\nAlternatively, the value of the equity awards we issue senior managing directors and other key personnel at any given time may subsequently fall (as\nreflected in the market price of common stock), which could counteract the incentives we are seeking to induce in them. To recruit and retain existing and\nfuture senior managing directors and other key personnel, we may need to increase the level of compensation that we pay to them, which would cause our\ntotal employee compensation and benefits expense as a percentage of our total revenue to increase and adversely affect our profitability. In addition, any\nfuture issuance of equity interests in our business to senior managing directors and other personnel would dilute public common stockholders.\nWe strive to maintain a work environment that reinforces our culture of collaboration, motivation and alignment of interests with investors. If we do not\ncontinue to develop and implement the right processes and tools to maintain this culture, particularly in light of rapid and significant growth in our scale,\nglobal presence and employee population, our ability to compete successfully and achieve our business objectives could be impaired, which could\nnegatively impact our business, financial condition and results of operations.\nThe asset management business is intensely competitive.\nThe asset management business is intensely competitive, with competition based on a variety of factors, including investment performance, the quality\nof service provided to clients, investor availability of capital and willingness to invest, fund terms (including fees and liquidity terms), brand recognition and\nbusiness reputation. Our asset management business competes with a number of private funds, specialized investment funds, funds structured for\nindividual investors, hedge funds, funds of hedge funds and other sponsors managing pools of capital, as well as corporate buyers, traditional asset\nmanagers, commercial banks, investment banks and other\n \n32\nfinancial institutions (including sovereign wealth funds), and we expect that competition will continue to increase. For example, certain traditional asset\nmanagers have developed their own private equity and retail platforms and are marketing other asset allocation strategies as alternatives to hedge fund\ninvestments. Additionally, developments in financial technology, or fintech, such as distributed ledger technology, or blockchain, have the potential to disrupt\nthe financial industry and change the way financial institutions, as well as asset managers, do business. A number of factors serve to increase our\ncompetitive risks:\n \n \n•\n \na number of our competitors in some of our businesses have greater financial, technical, research, marketing and other resources and more\npersonnel than we do,\n \n•\n \nsome of our funds may not perform as well as competitors’ funds or other available investment products,\n \n•\n \nseveral of our competitors have significant amounts of capital, and many of them have similar investment objectives to ours, which may create\nadditional competition for investment opportunities and may reduce the size and duration of pricing inefficiencies that many alternative\ninvestment strategies seek to exploit,\n \n•\n \nsome of our competitors, particularly strategic competitors, may have a lower cost of capital, which may be exacerbated limits on the\ndeductibility of interest expense,\n \n•\n \nsome of our competitors may have access to funding sources that are not available to us, which may create competitive disadvantages for us\nwith respect to investment opportunities,\n \n•\n \nsome of our competitors may be subject to less regulation and accordingly may have more flexibility to undertake and execute certain\nbusinesses or investments than we can and/or bear less compliance expense than we do,\n \n•\n \nsome of our competitors may have more flexibility than us in raising certain types of investment funds under the investment management\ncontracts they have negotiated with their investors,\n \n•\n \nsome of our competitors may have higher risk tolerances, different risk assessments or lower return thresholds, which could allow them to\nconsider a wider variety of investments and to bid more aggressively than us for investments that we want to make or to seek exit opportunities\nthrough different channels, such as special purpose acquisition vehicles,\n \n•\n \nsome of our competitors may be more successful than us in the development of new products to address investor demand for new or different\ninvestment strategies and/or regulatory changes, including with respect to products with mandates that incorporate ESG considerations, or\nproducts that developed for individual investors or that target insurance capital,\n\n\n \n•\n \nthere are relatively few barriers to entry impeding new alternative asset fund management firms, and the successful efforts of new entrants into\nour various businesses, including former “star” portfolio managers at large diversified financial institutions as well as such institutions\nthemselves, is expected to continue to result in increased competition,\n \n•\n \nsome of our competitors may have better expertise or be regarded by investors as having better expertise in a specific asset class or\ngeographic region than we do,\n \n•\n \nsome of our competitors may be more successful than us in the development and implementation of new technology to address investor\ndemand for product and strategy innovation, particularly in the hedge fund industry,\n \n•\n \nour competitors that are corporate buyers may be able to achieve synergistic cost savings in respect of an investment, which may provide them\nwith a competitive advantage in bidding for an investment,\n \n•\n \nsome investors may prefer to invest with an investment manager that is not publicly traded or is smaller with only one or two investment\nproducts that it manages, and\n \n•\n \nother industry participants will from time to time seek to recruit our investment professionals and other employees away from us.\n \n33\nWe may lose investment opportunities in the future if we do not match investment prices, structures and terms offered by competitors. Alternatively, we\nmay experience decreased rates of return and increased risks of loss if we match investment prices, structures and terms offered by competitors. Moreover,\nif 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\ninterest terms. We have historically competed primarily on the performance of our funds, and not on the level of our fees or carried interest relative to those\nof our competitors. However, there is a risk that fees and carried interest in the alternative investment management industry will decline, without regard to\nthe historical performance of a manager. Fee or carried interest income reductions on existing or future funds, without corresponding decreases in our cost\nstructure, would adversely affect our revenues and profitability.\nIn addition, the attractiveness of our investment funds relative to investments in other investment products could decrease depending on economic\nconditions. Furthermore, any new or incremental regulatory measures for the U.S. financial services industry may increase costs and create regulatory\nuncertainty and additional competition for many of our funds. See “— Financial regulatory changes in the United States could adversely affect our business.”\nThis competitive pressure could adversely affect our ability to make successful investments and limit our ability to raise future investment funds, either\nof which would adversely impact our business, revenue, results of operations and cash flow.\nOur business depends in large part on our ability to raise capital from third party investors. A failure to raise capital from third party investors on\nattractive fee terms or at all, would impact our ability to collect management fees or deploy such capital into investments and potentially collect\nPerformance Revenues, which would materially reduce our revenue and cash flow and adversely affect our financial condition.\nOur ability to raise capital from third party investors depends on a number of factors, including certain factors that are outside our control. Certain\nfactors, such as economic and market conditions (including the performance of the stock market) and the asset allocation rules or investment policies to\nwhich such third party investors are subject, could inhibit or restrict the ability of third party investors to make investments in our investment funds or the\nasset classes in which our investment funds invest. For example, state politicians and lawmakers across a number of states, including Pennsylvania and\nFlorida, have continued to put forth proposals or expressed intent to take steps to reduce or minimize the ability of their state pension funds to invest in\nalternative asset classes, including by proposing to increase the reporting or other obligations applicable to their state pension funds that invest in such\nasset classes. Such proposals or actions would potentially discourage investment by such state pension funds in alternative asset classes by imposing\nmeaningful compliance burdens and costs on them, which could adversely affect our ability to raise capital from such state pension funds. Other states\ncould potentially take similar actions, which may further impair our access to capital from an investor base that has historically represented a significant\nportion of our fundraising.\nIn 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. To\nthe extent periods of volatility are coupled with a lack of realizations from investors’ existing portfolios, such investors may be left with disproportionately\noutsized remaining commitments to a number of investment funds, which significantly limits such investors’ ability to make new commitments to third party\nmanaged investment funds such as those managed by us. In addition, we have increasingly undertaken initiatives to increase the number and type of\ninvestment products we make available to individual investors, many of which contain terms that permit investors to request redemption or repurchase of\ntheir interests in such products on a periodic basis. Subject to certain limitations, these products include limits on the aggregate amount of such interests\nthat may be redeemed in a given period. During periods of market volatility, investor subscriptions to such vehicles are likely to be reduced, and investor\nredemption or repurchase requests are likely to be elevated, which may negatively impact the fees we earn from such vehicles. To the extent redemptions\nor repurchases are prorated, this could further dampen subscriptions and may negatively impact such\n \n34\nfees. In addition, certain of our investment vehicles that are available to individual investors are subject to state registration requirements that impose limits\non the proportion of such investors’ net worth that can be invested in our products. These restrictions may limit such investors’ ability or willingness to\nallocate capital to such products and adversely affect our fundraising in the retail channel.\nOur ability to raise new funds could similarly be hampered if the general appeal of real estate, private equity and other alternative investments were to\ndecline. An investment in a limited partner interest in an alternative investment fund is generally more illiquid and the returns on such investment may be\nmore volatile than an investment in securities for which there is a more active and transparent market. In periods of positive markets and low volatility, for\nexample, investors may favor passive investment strategies such as index funds over our actively managed investment vehicles. Similarly, during periods of\nhigh interest rates, investors may favor investments that are generally viewed as producing a risk-free return, such as treasury bonds, over investments in\nour products, particularly if the spread between the products declines. Alternative investments could also fall into disfavor as a result of concerns about\nliquidity and short-term performance. Such concerns could be exhibited, in particular, by public pension funds, which have historically been among the\nlargest investors in alternative assets. Many public pension funds are significantly underfunded and their funding problems have been, and may in the future\nbe, exacerbated by economic downturn. Concerns with liquidity could cause such public pension funds to reevaluate the appropriateness of alternative\ninvestments. Although a number of investors, including certain public pension funds, have increased their allocations to alternative investments in recent\nyears, there is no assurance that this will continue or that our ability to raise capital from investors will not be hampered. In addition, our ability to raise\ncapital from third parties outside of the U.S. could be limited to the extent other countries, such as China, impose restrictions or limitations on outbound\nforeign investment.\nMoreover, certain institutional investors are demonstrating a preference to in-source their own investment professionals and to make direct investments\nin alternative assets without the assistance of alternative asset advisers like us. Such institutional investors may become our competitors and could cease\nto be our clients. As some existing investors cease or significantly curtail making commitments to alternative investment funds, we may need to identify and\nattract new investors in order to maintain or increase the size of our investment funds. There are no assurances that we can find or secure commitments\nfrom those new investors or that the fee terms of the commitments from such new investors will be consistent with the fees historically paid to us by our\ninvestors. If economic conditions were to deteriorate or if we are unable to find new investors, we might raise less than our desired amount for a given fund.\nFurther, as we seek to expand into other asset classes, we may be unable to raise a sufficient amount of capital to adequately support such businesses. A\n\n\nfailure to successfully raise capital could materially reduce our revenue and cash flow and adversely affect our financial condition.\nIn connection with raising new funds or making further investments in existing funds, we negotiate terms for such funds and investments with existing\nand potential investors. The outcome of such negotiations could result in our agreement to terms that are materially less favorable to us than for prior funds\nwe have managed or funds managed by our competitors, including with respect to management fees, incentive fees and/or carried interest, which could\nhave an adverse impact on our revenues. Such terms could also restrict our ability to raise investment funds with investment objectives or strategies that\ncompete with existing funds, add additional expenses and obligations for us in managing the fund or increase our potential liabilities, all of which could\nultimately reduce our revenues. In addition, certain institutional investors, including sovereign wealth funds and public pension funds, have demonstrated an\nincreased preference for alternatives to the traditional investment fund structure, such as managed accounts, smaller funds and co-investment vehicles.\nThere can be no assurance that such alternatives will be as profitable for us as the traditional investment fund structure, or as to the impact such a trend\ncould have on the cost of our operations or profitability if we were to implement these alternative investment structures. Although we have no obligation to\nmodify any of our fees with respect to our existing funds, we may experience pressure to do so in our funds, including in response to regulatory focus by the\nSEC on the quantum and types of fees and expenses charged by private funds. We have confronted and expect to continue to confront requests from a\nvariety of investors and groups representing investors to decrease fees, which could result in a reduction in the fees and Performance Revenues we earn.\n \n35\nWe have increasingly undertaken business initiatives to increase the number and type of investment products we offer to individual investors,\nwhich could expose us to new and greater levels of risk.\nAlthough retail investors have been part of our historic distribution efforts, we have increasingly undertaken business initiatives to increase the number\nand 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\nthe world. In some cases, our funds are distributed to such investors indirectly through third party managed vehicles sponsored by brokerage firms, private\nbanks or third-party feeder providers, and in other cases directly to the qualified clients of private banks, independent investment advisors and brokers. In\nother cases, we create investment products specifically designed for direct investment by individual investors in the U.S., some of whom are not accredited\ninvestors, or similar investors in non-U.S. jurisdictions, including in Europe. Such investment products are regulated by the SEC in the U.S. and by other\nsimilar regulatory bodies in other jurisdictions.\nAccessing individual investors and selling products directed at such investors exposes us to new and greater levels of risk, including heightened\nlitigation and regulatory enforcement risks. To the extent distribution of such products is through new channels, including through an increasing number of\ndistributors with whom we engage, we may not be able to effectively monitor or control the manner of their distribution, which could result in litigation or\nregulatory action against us, including with respect to, among other things, claims that products distributed through such channels are distributed to\ncustomers for whom they are unsuitable or that they are distributed in an otherwise inappropriate manner. Although we seek to ensure through due diligence\nand onboarding procedures that the third-party channels through which individual investors access our investment products conduct themselves\nresponsibly, we are exposed to the risks of reputational damage and legal liability to the extent such third parties improperly sell our products to investors.\nThis risk is heightened by the continuing increase in the number of third parties through whom we distribute our investment products around the world and\nwho we do not control. For example, in certain cases, we may be viewed by a regulator as responsible for the content of materials prepared by third-party\ndistributors.\nSimilarly, there is a risk that Blackstone employees involved in the direct distribution of our products, or employees who oversee independent advisors,\nbrokerage firms and other third parties around the world involved in distributing our products, do not follow our compliance and supervisory procedures. In\naddition, the distribution of retail products, including through new channels whether directly or through market intermediaries, could expose us to allegations\nof improper conduct and/or actions by state and federal regulators in the U.S. and regulators in jurisdictions outside of the U.S. with respect to, among other\nthings, product suitability, investor classification, compliance with securities laws, conflicts of interest and the adequacy of disclosure to customers to whom\nour products are distributed through those channels.\nIn addition, many of the investment products that we make available to individual investors contain terms that permit such investors to request\nredemption or repurchase of their interests on a periodic basis and, subject to certain limitations, include limits on the aggregate amount of such interests\nthat may be redeemed or repurchased in a given period. Challenging market or economic conditions and liquidity needs could cause elevated share\nredemption or repurchase requests from investors in such products. Such redemption or repurchase requests may be elevated in certain regions, such as\nAsia, where such vehicles may have a significant number of investors. Recently, certain of such vehicles have limited, and may in the future limit, the\namount of such redemption or repurchase request that are fulfilled. Such limitations are particularly possible in the event redemption or repurchase requests\nare elevated or investor subscriptions to such products are concurrently at reduced levels. Such limitations may subject us to reputational harm and may\nmake such vehicles less attractive to individual investors, which could have a material adverse effect on the cash flows of such vehicles. This may in turn\nnegatively impact the revenues we derive from such vehicles.\n \n36\nAs we expand the distribution of products to individual investors outside of the U.S., we are increasingly exposed to risks in non-U.S. jurisdictions. While\nmany of the risks we face in non-U.S. jurisdictions are similar to those that we face in the distribution of products to individual investors in the U.S., securities\nlaws and other applicable regulatory regimes can be extensive, complex and vary by jurisdiction. In addition, the distribution of products to individual\ninvestors out of the U.S. may involve complex structures (such as distributor-sponsored feeder funds or nominee/omnibus investors) and market practices\nthat vary by local jurisdiction. As a result, this expansion subjects us to additional complexity, litigation and regulatory risk.\nIn addition, our initiatives to expand our individual investor base, including outside of the U.S., requires the investment of significant time, effort and\nresources, including the potential hiring of additional personnel, the implementation of new operational, compliance and other systems and processes and\nthe development or implementation of new technology. There is no assurance that our efforts to grow the assets we manage on behalf of individual\ninvestors will be successful.\nChanges in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse interpretation of these items by tax\nauthorities could adversely affect us, including by adversely impacting our effective tax rate and tax liability.\nOur effective tax rate and tax liability is based on the application of current income tax laws, regulations and treaties. These laws, regulations and\ntreaties are complex, and the manner which they apply to us and our funds is sometimes open to interpretation. Significant management judgment is\nrequired in determining our provision for income taxes, our deferred tax assets and liabilities and any valuation allowance recorded against our net deferred\ntax assets. Although management believes its application of current laws, regulations and treaties to be correct and sustainable upon examination by the tax\nauthorities, the tax authorities could challenge our interpretation resulting in additional tax liability or adjustment to our income tax provision that could\nincrease our effective tax rate.\nIn addition, recent and future changes to tax laws and regulations may have an adverse impact on us. For example, the recently enacted Inflation\nReduction Act imposes, among other things, a minimum “book” tax on certain large corporations and creates a new excise tax on net stock repurchases\nmade by certain publicly traded corporations after December 31, 2022. While the application of this new law is uncertain and we continue to evaluate its\npotential impact, these changes could materially change the amount and/or timing of tax we may be required to pay.\n\n\nIn addition, the U.S. Congress, the Organization for Economic Co-operation and Development (“OECD”) and other government agencies in jurisdictions\nin which we and our affiliates invest or do business have maintained a focus on issues related to the taxation of multinational companies. The OECD, which\nrepresents a coalition of member countries, is contemplating changes to numerous long- standing tax principles through its base erosion and profit shifting\n(“BEPS”) project, which is focused on a number of issues, including the shifting of profits between affiliated entities in different tax jurisdictions, interest\ndeductibility and eligibility for the benefits of double tax treaties. The OECD also recently finalized guidelines that recommend certain multinational\nenterprises be subject to a minimum 15% tax rate, effective from 2024. This minimum tax and several of the proposed measures are potentially relevant to\nsome of our structures and could have an adverse tax impact on our funds, investors and/or our funds’ portfolio companies. Some member countries have\nbeen moving forward on the BEPS agenda but, because timing of implementation and the specific measures adopted will vary among participating states,\nsignificant uncertainty remains regarding the impact of BEPS proposals. If implemented, these proposals could result in a loss of tax treaty benefits and\nincreased taxes on income from our investments.\n \n37\nCybersecurity and data protection risks could result in the loss of data, interruptions in our business, and damage to our reputation, and subject\nus to regulatory actions, increased costs and financial losses, each of which could have a material adverse effect on our business and results of\noperations.\nOur operations are highly dependent on our technology platforms and we rely heavily on our analytical, financial, accounting, communications and other\ndata processing systems. Our systems face ongoing cybersecurity threats and attacks, which could result in the failure of such systems. Attacks on our\nsystems could involve, and in some instances have in the past involved, attempts intended to obtain unauthorized access to our proprietary information,\ndestroy data or disable, degrade or sabotage our systems, or divert or otherwise steal funds, including through the introduction of computer viruses,\n“phishing” attempts and other forms of social engineering. Cyberattacks and other security threats could originate from a wide variety of external sources,\nincluding cyber criminals, nation state hackers, hacktivists and other outside parties. Cyberattacks and other security threats could also originate from the\nmalicious or accidental acts of insiders, such as employees.\nThere has been an increase in the frequency and sophistication of the cyber and security threats we face, with attacks ranging from those common to\nbusinesses generally to those that are more advanced and persistent, which may target us because, as an alternative asset management firm, we hold a\nsignificant amount of confidential and sensitive information about our investors, our funds’ portfolio companies and potential investments. As a result, we\nmay face a heightened risk of a security breach or disruption with respect to this information. There can be no assurance that measures we take to ensure\nthe integrity of our systems will provide protection, especially because cyberattack techniques used change frequently or are not recognized until successful.\nIf our systems are compromised, do not operate properly or are disabled, or we fail to provide the appropriate regulatory or other notifications in a timely\nmanner, we could suffer financial loss, a disruption of our businesses, liability to our investment funds and fund investors, regulatory intervention or\nreputational damage. The costs related to cyber or other security threats or disruptions may not be fully insured or indemnified by other means.\nIn addition, we could also suffer losses in connection with updates to, or the failure to timely update, the technology platforms on which we rely. We are\nreliant on third party service providers for certain aspects of our business, including for the administration of certain funds, as well as for certain technology\nplatforms, including cloud-based services. These third party service providers could also face ongoing cybersecurity threats and compromises of their\nsystems and as a result, unauthorized individuals could gain, and in some past instances have gained, access to certain confidential data.\nCybersecurity and data protection have become top priorities for regulators around the world. Many jurisdictions in which we operate have laws and\nregulations relating to privacy, data protection and cybersecurity, including, as examples the General Data Protection Regulation (“GDPR”) in the European\nUnion and the California Privacy Rights Act (“CPRA”). In addition, in February 2022, the SEC proposed rules regarding registered investment advisers’ and\nfunds’ cybersecurity risk management, which would require them to adopt and implement cybersecurity policies and procedures, enhance disclosures\nconcerning cybersecurity incidents and risks in regulatory filings, and investment advisers to promptly report certain cybersecurity incidents to the SEC. If\nthis proposal is adopted, it could increase our compliance costs and potential regulatory liability related to cybersecurity. See “— Rapidly developing and\nchanging global privacy laws and regulations could increase compliance costs and subject us to enforcement risks and reputational damage.” Some\njurisdictions have also enacted or proposed laws requiring companies to notify individuals and government agencies of data security breaches involving\ncertain types of personal data.\nBreaches in our security or in the security of third party service providers, whether malicious in nature or through inadvertent transmittal or other loss of\ndata, could potentially jeopardize our, our employees’ or our fund investors’ or counterparties’ confidential, proprietary and other information processed and\nstored in, and transmitted through, our computer systems and networks, or otherwise cause interruptions or malfunctions in\n \n38\nour, our employees’, our fund investors’, our counterparties’ or third parties’ business and operations, which could result in significant financial losses,\nincreased costs, liability to our fund investors and other counterparties, regulatory intervention and reputational damage. Furthermore, if we fail to comply\nwith 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\nregulatory investigations and penalties, which could lead to negative publicity and reputational harm and may cause our fund investors and clients to lose\nconfidence in the effectiveness of our security measures and Blackstone more generally.\nOur funds’ portfolio companies also rely on data processing systems and the secure processing, storage and transmission of information, including\npayment and health information. A disruption or compromise of these systems could have a material adverse effect on the value of these businesses. Our\nfunds 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\nsubject to a terrorist attack or security breach than other assets or businesses. Such an event may have material adverse consequences on our investment\nor assets of the same type or may require portfolio companies to increase preventative security measures or expand insurance coverage.\nFinally, our and our funds’ portfolio companies’ technology platforms, data and intellectual property are also subject to a heightened risk of theft or\ncompromise to the extent we or our funds’ portfolio companies engage in operations outside the United States, in particular in those jurisdictions that do not\nhave comparable levels of protection of proprietary information and assets such as intellectual property, trademarks, trade secrets, know-how and customer\ninformation and records. In addition, we and our funds’ portfolio companies may be required to compromise protections or forego rights to technology, data\nand intellectual property in order to operate in or access markets in a foreign jurisdiction. Any such direct or indirect compromise of these assets could have\na material adverse impact on us and our funds’ portfolio companies.\nRapidly developing and changing global privacy laws and regulations could increase compliance costs and subject us to enforcement risks and\nreputational damage.\nWe and our funds’ portfolio companies are subject to various risks and costs associated with the collection, processing, storage and transmission of\npersonally identifiable information (“PII”) and other sensitive and confidential information. This data is wide ranging and relates to our investors, employees,\ncontractors and other counterparties and third parties. Our compliance obligations include those relating to U.S. laws and regulations, including, without\nlimitation, the CPRA, which provides for enhanced consumer protections for California residents, a private right of action for data breaches and statutory\nfines and damages for data breaches or other CCPA violations, as well as a requirement of “reasonable” cybersecurity. Our compliance obligations also\ninclude those relating to foreign data collection and privacy laws, including, for example, the GDPR and U.K. Data Protection Act, as well as laws in many\nother jurisdictions globally, including Switzerland, Japan, Hong Kong, Singapore, China, Australia, Canada and Brazil. Global laws in this area are rapidly\n\n\nincreasing in the scale and depth of their requirements, and are also often extra-territorial in nature. In addition, a wide range of regulators and private actors\nare seeking to enforce these laws across regions and borders. Furthermore, we frequently have privacy compliance requirements as a result of our\ncontractual obligations with counterparties. These legal, regulatory and contractual obligations heighten our privacy obligations in the ordinary course of\nconducting our business in the U.S. and internationally.\nWhile we have taken various measures and made significant efforts and investment to ensure that our policies, processes and systems are both robust\nand compliant with these obligations, our potential liability remains, particularly given the continued and rapid development of privacy laws and regulations\naround the world, and increased criminal and civil enforcement actions and private litigation. Any inability, or perceived inability, by us or our funds’ portfolio\ncompanies to adequately address privacy concerns, or comply with applicable laws, regulations, policies, industry standards and guidance, contractual\nobligations, or other legal obligations, even if unfounded, could result in significant regulatory and third party liability, increased costs, disruption of our and\nour\n \n39\nfunds’ portfolio companies’ business and operations, and a loss of client (including investor) confidence and other reputational damage. Furthermore, as\nnew privacy- related laws and regulations are implemented, the time and resources needed for us and our funds’ portfolio companies to comply with such\nlaws and regulations continues to increase and become a significant compliance workstream.\nOur operations are highly dependent on the technology platforms and corresponding infrastructure that supports our business.\nA disaster or a disruption in the infrastructure that supports our businesses, as a result of a cybersecurity incident or otherwise, including a disruption\ninvolving electronic communications or other services used by us or third parties with whom we conduct business, or directly affecting our cloud services\nproviders, could have a material adverse impact on our ability to continue to operate our business without interruption. Our disaster recovery and business\ncontinuity programs may not be sufficient to mitigate the harm that may result from such a disaster or disruption. In addition, insurance and other safeguards\nmight only partially reimburse us for our losses, if at all.\nWe are reliant on third party service providers for certain aspects of our business, including the administration of certain funds. We are also reliant on\nthird party service providers for certain technology platforms that facilitate the continued operation of our business, including cloud-based services. In\naddition to the fact that these third-party service providers could also face ongoing cyber security threats and compromises of their systems, we generally\nhave less control over the delivery of such third party services, and as a result, we may face disruptions to our ability to operate a business as a result of\ninterruptions of such services. A prolonged global failure of cloud services provided by a variety of cloud services providers that we engage could result in\ncascading systems failures for us. In addition, any interruption or deterioration in the performance of these third parties or failures or compromises of their\ninformation systems and technology could impair the operations of us and our funds and adversely affect our reputation and businesses.\nIn addition, our operations are highly dependent on our technology platforms and we rely heavily on our analytical, financial, accounting,\ncommunications and other data processing systems, each of which may require updates and enhancements as we grow our business. Our information\nsystems and technology may not continue to be able to accommodate our growth, and the cost of maintaining such systems may increase from its current\nlevel. Such a failure to adapt to or accommodate growth, or an increase in costs related to such information systems, could have a material adverse effect\non us. See “— Cybersecurity and data protection risks could result in the loss of data, interruptions in our business, and damage to our reputation, and\nsubject us to regulatory actions, increased costs and financial losses, each of which could have a material adverse effect on our business and results of\noperations” and “— Rapidly developing and changing global privacy laws and regulations could increase compliance costs and subject us to enforcement\nrisks and reputational damage.”\nExtensive regulation of our businesses affects our activities and creates the potential for significant liabilities and penalties. The possibility of\nincreased regulatory focus, particularly given the current administration, could result in additional burdens on our business.\nOur business is subject to extensive regulation, including periodic examinations, inquiries and investigations, by governmental agencies and self-\nregulatory organizations in the jurisdictions in which we operate around the world. These authorities have regulatory powers dealing with many aspects of\nfinancial services, including the authority to grant, and in specific circumstances to cancel, permissions to carry on particular activities. Many of these\nregulators, including U.S. and foreign government agencies and self-regulatory organizations, as well as state securities commissions in the United States,\nare also empowered to conduct examinations, inquiries, investigations and administrative proceedings that can result in fines, suspensions of personnel,\nchanges in policies, procedures or disclosure or other sanctions, including censure, the issuance of cease-and-desist orders, the suspension or expulsion of\na broker-dealer or investment adviser from registration or memberships or the commencement of a civil or criminal lawsuit against us or our personnel.\n \n \n40\nThe financial services industry in recent years has been the subject of heightened scrutiny, which is expected to continue to increase, and the SEC has\nspecifically focused on private equity and the private funds industry. In that connection, in recent years the SEC’s stated examination priorities and\npublished observations from examinations have included, among other things, private equity firms’ collection of fees and allocation of expenses, their\nmarketing and valuation practices, allocation of investment opportunities, terms agreed in side letters and similar arrangements with investors, consistency\nof firms’ practices with disclosures, handling of material non-public information and insider trading, disclosures of investment risk, purported waivers or\nlimitations of fiduciary duties, conflicts around liquidity, risk management and the existence of, and adherence to, compliance policies and procedures with\nrespect to conflicts of interest. Statements by SEC staff in 2022 reiterated a focus on certain of these topics and on bolstering transparency in the private\nfunds industry, including with respect to fees earned and expenses charged by advisers. In 2022, the SEC proposed a number of new rules and\namendments to existing rules that, if enacted, would have significant impact on our business and operations. In February 2022, the SEC proposed new\nrules and amendments to existing rules under the Advisers Act specifically related to registered advisers and their activities with respect to private funds. If\nenacted, the proposed rules and amendments could have a significant impact on advisers to private funds, including our advisers.\nIn particular, the SEC has proposed to limit circumstances in which a fund manager can be indemnified by a private fund; increase reporting\nrequirements by private funds to investors concerning performance, fees and expenses; require registered advisers to obtain an annual audit for private\nfunds and also require such fund’s auditor to notify the SEC upon the occurrence of certain material events; enhance requirements, including the need to\nobtain a fairness opinion and make certain disclosures, in connection with adviser-led secondary transactions (also known as general partner-led\nsecondaries); prohibit advisers from engaging in certain practices, such as, without limitation, charging accelerated fees for unperformed services or fees\nand expenses associated with an examination to private fund clients; and impose limitations and new disclosure requirements regarding preferential\ntreatment of investors in private funds in side letters or other arrangements with an adviser. Amendments to the existing books and records and compliance\nrules under the Advisers Act would complement new proposals and also require that all registered advisers document their annual compliance review in\nwriting. In addition, the SEC also proposed amendments to rules that would seek to categorize certain types of ESG strategies and require investment funds\nand advisors to provide disclosures based on ESG strategies they pursue. Further, the SEC proposed rules that, if enacted, would require certain climate-\nrelated disclosures by public companies, including disclosure of financed emissions, an extensive and complex category of emissions that is difficult to\ncalculate accurately and for which there is currently no agreed measurement standard or methodology. Furthermore, in October 2022 the SEC proposed a\nnew rule and related amendments that would impose substantial obligations on registered investment advisers to conduct initial due diligence and ongoing\nmonitoring of a broad universe of service providers that we may use in our investment advisory business. If adopted, including with modifications, these new\nrules could significantly impact us (including certain of our advisers) and our operations, including by increasing compliance burdens and associated\n\n\nregulatory costs and complexity and reducing the ability to receive certain expense reimbursements or indemnification in certain circumstances. In addition,\nthese potential rules enhance the risk of regulatory action, which could adversely impact our reputation and our fundraising efforts, including as a result of\npublic regulatory sanctions. Moreover, in February 2023, the SEC proposed extensive amendments to the custody rule for SEC-registered investment\nadvisers. If adopted, the amendments would require, among other things, the adviser to: obtain certain contractual terms from each advisory client’s\nqualified custodian; document that privately-offered securities cannot be maintained by a qualified custodian; and promptly obtain verification from an\nindependent public accountant of any purchase, sale or transfer of privately-offered securities. The amendments also would apply to all assets of a client,\nincluding real estate and other assets that generally are not considered securities under the federal securities laws. If adopted, these amendments could\nexpose our registered investment advisers to additional regulatory liability, increase compliance costs, and impose limitations on our investing activities.\nWe regularly are subject to requests for information, inquiries and informal or formal investigations by the SEC and other regulatory authorities, with\nwhich we routinely cooperate, and which have included review of historical practices that were previously examined. Such investigations have previously\nand may in the future result in penalties and other sanctions. SEC actions and initiatives can have an adverse effect on our financial results, including as a\nresult of the imposition of a sanction, a limitation on our or our personnel’s activities, or changing our historic practices. Even if an investigation or\nproceeding did not result in a sanction, or the sanction imposed against us or our personnel by a regulator were small in monetary amount, the adverse\npublicity relating to the investigation, proceeding or imposition of these sanctions could harm our reputation and cause us to lose existing clients or fail to\ngain new clients.\n \n41\nIn addition, certain states and other regulatory authorities have required investment managers to register as lobbyists, and we have registered as such\nin a number of jurisdictions. Other states or municipalities may consider similar legislation or adopt regulations or procedures with similar effect. These\nregistration requirements impose significant compliance obligations on registered lobbyists and their employers, which may include annual registration fees,\nperiodic disclosure reports and internal recordkeeping.\nWe are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to\nenvironmental, social and governance matters, which may adversely impact our ability to raise capital from certain investors, constrain capital\ndeployment opportunities for our funds and harm our brand and reputation.\nWe, our funds and their portfolio companies are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other\nstakeholders with respect to environmental, social and governance matters. With respect to the alternative asset management industry, in recent years,\ncertain investors, including public pension funds, have placed increasing importance on the impacts of investments made by the private funds to which they\ncommit capital, including with respect to climate change, among other aspects of ESG. Conversely, certain investors have raised concerns as to whether\nthe incorporation of ESG factors in the investment and portfolio management process may be inconsistent with the fiduciary duty to maximize return for\ninvestors.\nCertain investors have demonstrated increased concern with respect to asset managers taking certain actions that could adversely impact the value of,\nor, refraining from taking certain actions that could improve the value of, an existing or potential investment. At times, investors, including public pension\nfunds, have limited participation in certain investment opportunities, such as hydrocarbons, and/or conditioned future capital commitments to certain funds\non the basis of such factors. Other investors have voiced concern with respect to asset managers’ policies that may result in such managers subordinating\nthe interests of investors based solely or in part on ESG considerations. We may be subject to competing demands from different investors and other\nstakeholder groups with divergent views on ESG matters, including the role of ESG in the investment process. Investors, including public pension funds,\nwhich represent a significant portion of our funds’ investor bases, may decide to withdraw previously committed capital (where such withdrawal is permitted)\nor not commit capital to future fundraises based on their assessment of how we approach and consider the ESG cost of investments and whether the\nreturn-driven objectives of our funds align with their ESG priorities. This divergence increases the risk that any action or lack thereof with respect to ESG\nmatters will be perceived negatively by at least some stakeholders and adversely impact our reputation and business. If we do not successfully manage\nESG-related expectations across the varied interests of our stakeholders, including existing or potential investors, our ability to access and deploy capital\nmay be adversely impacted. In addition, a failure to successfully manage ESG-related expectations may negatively impact our reputation and erode\nstakeholder trust.\nAs part of their increased focus on the allocation of their capital to environmentally sustainable economic activities, certain investors also have begun to\nrequest or require data from their asset managers and/or use third-party benchmarks and ESG ratings to allow them to monitor the ESG impact of their\ninvestments. In addition, regulatory initiatives to require investors to make disclosures to their stakeholders regarding ESG matters are becoming\nincreasingly common, which may further increase the number and type of investors who place importance on these issues and who demand certain types of\nreporting from us. In addition, government authorities of certain U.S. states have requested information from and scrutinized certain asset managers with\nrespect to whether such managers have adopted ESG policies that would restrict such asset managers from investing in certain industries or sectors, such\nas traditional energy. These authorities have indicated that such asset managers may lose opportunities to manage money belonging to these states and\ntheir pension funds to the extent the asset managers boycott or take similar actions with respect to certain industries. This may impair our ability to access\ncapital from certain investors, and we may in turn not be able to maintain or increase the size of our funds or raise sufficient capital for new funds, which\nmay adversely impact our revenues.\n \n42\nIn addition, there has been increased regulatory focus on ESG-related practices by investment managers, particularly with respect to the accuracy of\nstatements made regarding ESG practices, initiatives and investment strategies. The SEC has established an enforcement task force to examine ESG\npractices and disclosures by public companies and investment managers and identify inaccurate or misleading statements, often referred to as\n“greenwashing.” In 2022, the SEC commenced enforcement actions against at least two investment advisers relating to ESG disclosures and policies and\nprocedures failures, and we expect that there will be a greater level of enforcement activity in this area in the future. The SEC has also proposed two ESG-\nrelated rules for investment advisors that address, among other things, enhanced ESG-related disclosure requirements. There is also generally a higher\nlikelihood of regulatory focus on ESG matters under the current administration, including in the context of examinations by regulators and potential\nenforcement actions. This could increase the risk that we are perceived as, or accused of, greenwashing. Such perception or accusation could damage our\nreputation, result in litigation or regulatory actions, and adversely impact our ability to raise capital and attract new investors.\nOutside of the U.S., the European Commission adopted an action plan on financing sustainable growth, as well as initiatives at the EU level, such as\nthe EU Sustainable Finance Disclosure Regulation (“SFDR). See “— Financial regulatory changes in the United States could adversely affect our business”\nand “— Complex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.”\nCompliance with the SFDR and other ESG-related rules may subject us, our funds and our funds’ portfolio companies to increased restrictions, disclosure\nobligations and compliance and other associated costs, as well as potential reputational harm. In addition, under the requirements of SFDR and other ESG-\nrelated regulations to which we may become subject, we may be required to classify certain of our funds and their portfolio companies against certain\ncriteria, some of which can be open to subjective interpretation. Our view on the appropriate classification may develop over time, including in response to\nstatutory or regulatory guidance or changes in industry approach to classification. If regulators disagree with the procedures or standards we use, or new\nregulations or legislation require a methodology of measuring or disclosing ESG impact that is different from our current practice, it could have a material\nadverse effect on fundraising efforts and our reputation. The complexity and relative nascency of the global regulatory framework with respect to ESG\n\n\nmatters increases the risk that any act or lack thereof with respect to ESG matters will be perceived negatively by a governmental authority or regulator.\nWe may also communicate certain initiatives, commitments and goals regarding environmental, diversity, and other ESG-related matters in our SEC\nfilings or in other disclosures by us or our funds. These initiatives, commitments and goals could be difficult and expensive to implement, the personnel,\nprocesses and technologies needed to implement them may not be cost effective and may not advance at a sufficient pace, and we may not be able to\naccomplish them within the timelines we announce or at all. We could, for example, determine that it is not feasible or practical to implement or complete\ncertain of such initiatives, commitments or goals based on cost, timing or other consideration. In addition, we could be criticized for the accuracy, adequacy\nor completeness of the disclosure related to our or our funds’ ESG-related policies, practices, initiatives, commitments and goals, and progress against\nthose goals, which disclosure may be based on frameworks and standards for measuring progress that are still developing, internal controls and processes\nthat continue to evolve, and assumptions that are subject to change in the future. In addition, we could be criticized for the scope or nature of such initiatives\nor goals, or for any revisions to these goals. Further, as part of our ESG practices, we rely from time to time on third-party data, services and methodologies\nand such services, data and methodologies could prove to be incomplete or inaccurate. If our or such third parties’ ESG-related data, processes or reporting\nare incomplete or inaccurate, or if we fail to achieve progress with respect to our goals within the scope of ESG on a timely basis, or at all, we may be\nsubject to enforcement action and our reputation could be adversely affected, particularly if in connection with such matters we were to be accused of\n“greenwashing”.\n \n43\nFinancial regulatory changes in the United States could adversely affect our business.\nThe financial services industry continues to be the subject of heightened regulatory scrutiny in the United States. There has been active debate over the\nappropriate extent of regulation and oversight of private investment funds and their managers. We may be adversely affected as a result of new or revised\nregulations imposed by the SEC or other U.S. governmental regulatory authorities or self- regulatory organizations that supervise the financial markets. We\nalso may be adversely affected by changes in the interpretation or enforcement of existing laws and regulations by these governmental authorities and self-\nregulatory organizations. Further, new regulations or interpretations of existing laws may result in enhanced disclosure obligations, including with respect to\nclimate change or ESG matters, which could negatively affect us, our funds or our funds’ portfolio companies and materially increase our regulatory burden.\nFor example, in January and August 2022 the SEC proposed changes to Form PF, a confidential form relating to reporting by private funds and intended to\nbe used by the Financial Stability Oversight Counsel (“FSOC”) for systemic risk oversight purposes. The proposal, which represents an expansion of\nexisting reporting obligations, if adopted, would require private fund managers, including us, to report to the SEC within one business day the occurrence of\ncertain fund-related and portfolio company events. Increased regulations and disclosure obligations generally increase our costs, and we could continue to\nexperience higher costs if new laws or disclosure obligations require us to spend more time, hire additional personnel, or buy new technology to comply\neffectively.\nThe Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), enacted in July 2010, imposed significant changes on\nalmost every aspect of the U.S. financial services industry, including aspects of our business, which include, without limitation, protection and compensation\nof whistleblowers, credit risk retention rules for certain sponsors of asset-backed securities, strengthening the oversight and supervision of the OTC\nderivatives and securities markets, as well as creating the FSOC, an interagency body charged with identifying and monitoring systemic risk to financial\nmarkets. Under the Dodd-Frank Act, the FSOC can designate certain financial companies as nonbank financial companies subject to supervision by the\nBoard of Governors of the Federal Reserve System (the \"Federal Reserve Board\"). If we were to be designated as such by the FSOC, or if any of our\nbusiness activities were to be identified by the FSOC as warranting enhanced regulation or supervision by certain regulators, we could be subject to\nmaterially greater regulatory burden, which could adversely impact our compliance and other costs, the implementation of certain of our investment\nstrategies and our profitability.\nUnder the Dodd-Frank Act, whistleblowers who voluntarily provide original information to the SEC can receive compensation and protection. The Dodd-\nFrank Act established a fund to be used to pay whistleblowers who will be entitled to receive a payment equal to between 10% and 30% of certain monetary\nsanctions imposed in a successful government action resulting from the information provided by the whistleblower. According to a recent annual report to\nthe U.S. Congress on the Dodd-Frank Whistleblower Program, whistleblower claims have increased significantly since the enactment of these provisions\nand in the 2022 fiscal year the SEC awarded approximately $229 million to 103 individuals. Addressing such claims could generate significant expenses and\ntake up significant management time for us and our funds’ portfolio companies, even if such claims are frivolous or without merit.\nThe Dodd-Frank Act also authorized federal regulatory agencies to review and, in certain cases, prohibit compensation arrangements at financial\ninstitutions that give employees incentives to engage in conduct deemed to encourage inappropriate risk taking by covered financial institutions. In 2016, the\nSEC re-proposed a rule, as part of a joint rulemaking effort with U.S. federal banking regulators, that would apply to “covered financial institutions,” including\nregistered investment advisers and broker-dealers that have total consolidated assets of at least $1 billion, and would impose substantive and procedural\nrequirements on incentive-based compensation arrangements. While this proposed rule was never adopted, the current administration has included re-\nproposal of this rule on its regulatory agenda. The possibility that efforts are revived to finalize the rule under the current administration, could limit our ability\nto recruit and retain senior managing directors and investment professionals.\n \n44\nRule 206(4)-5 under the Advisers Act prohibits investment advisers from providing advisory services for compensation to a government plan investor for\ntwo years, subject to limited exceptions, after the investment adviser, its senior executives or its personnel involved in soliciting investments from\ngovernment entities make political contributions to certain candidates and officials in position to influence the hiring of an investment adviser by such\ngovernment client. Advisers are required to implement compliance policies designed, among other matters, to comply with this rule. Any failure on our part\nto comply with the rule could expose us to significant penalties and reputational damage. In addition, there have been similar rules on a state level regarding\n“pay to play” practices by investment advisers. Additionally, the SEC’s amended rules for investment adviser marketing that went into effect in 2022 impose\nmore prescriptive requirements and will impact the marketing of our funds, as well as placement agent arrangements globally. Compliance with the new rule\nmay result in higher compliance and operational costs and less overall flexibility in our marketing.\nThe SEC has adopted “Regulation Best Interest,” which imposes a “best interest” standard of care for broker-dealers when recommending certain\nsecurities transactions to a customer. Regulation Best Interest requires such broker-dealers to evaluate available alternatives, including those that may\nhave lower expenses and/or lower investment risk than our investment funds. The continued regulatory focus on Regulation Best Interest may negatively\nimpact whether certain broker-dealers and their associated persons are willing to recommend investment products, including certain of our funds, to retail\ncustomers, which may adversely impact our ability to distribute our products to certain investors. In addition, the U.S. Department of Labor as well as several\nstates have proposed regulations or taken other actions pertaining to conduct standards for investment advisers and broker-dealers that may result in\nadditional requirements related to our business.\nThe potential for governmental policy and/or legislative changes and regulatory reform by the current administration may create regulatory\nuncertainty for our investment strategies, may make it more difficult to operate our business, and may adversely affect the profitability of our\nfunds’ portfolio companies.\nGovernmental policy and/or legislative changes and regulatory reform could make it more difficult for us to operate our business, including by impeding\nfundraising, making certain equity or credit investments or investment strategies unattractive or less profitable. In addition, our ability to identify business and\n\n\nother risks associated with new investments depends in part on our ability to anticipate and accurately assess regulatory, legislative and other changes that\nmay have a material impact on the businesses in which we choose to invest. We may face particular difficulty anticipating policy changes and reforms\nduring periods of heightened partisanship at the federal, state and local levels, including due to the divisiveness surrounding populist movements, political\ndisputes and socioeconomic issues. The failure to accurately anticipate the possible outcome of such changes and/or reforms could have a material\nadverse effect on the returns generated from our funds’ investments and our revenues.\nIn addition, in recent years there have been a number of leadership changes at a number of U.S. federal regulatory agencies with oversight over the\nindustry, which has led to increased regulatory enforcement activity and rulemaking impacting the financial services industry.\nGiven the breadth of initiatives by the current administration and at the SEC and certain other regulatory bodies, policy changes could impose additional\ncosts on the companies in which we have invested or choose to invest in the future, require the attention of senior management or result in limitations on the\nmanner in which the companies in which we have invested or choose to invest in the future conduct business. Such changes or reforms may include,\nwithout limitation:\n \n \n•\n There has been recurring consideration amongst regulators and intergovernmental institutions regarding the role of nonbank institutions in\nproviding credit and, particularly, so-called “shadow banking,” a term generally taken to refer to financial intermediation involving entities and\nactivities outside the regulated banking system. Federal regulatory bodies, such as the FSOC, and international organizations, such as the\n \n45\n \nFinancial Stability Board, are assessing financial stability-related risks associated with, among other things, nonbank lending and certain types\nof open-end funds. At this time, it is unclear whether any rules or regulations related thereto will be proposed. If nonbank financial\nintermediation became subject to regulations or oversight standards similar to those applicable to traditional banks, certain of our business\nactivities, including nonbank lending, would be adversely affected and the regulatory burden on us would materially increase, which could\nadversely impact the implementation of our investment strategy and our returns.\n \n•\n \nIn the United States, the FSOC has the authority to designate nonbank financial companies as systemically important financial institutions\n(“SIFIs”). Currently, there are no nonbank financial companies with a nonbank SIFI designation. The FSOC has, however, designated certain\nnonbank financial companies as SIFIs in the past, and additional nonbank financial companies, which may include large asset management\ncompanies such as us, may be designated as SIFIs in the future. Under its most recent guidance regarding procedures for designating nonbank\nfinancial companies as SIFIs, the FSOC shifted from an “entity-based” approach to an “activities-based” approach whereby the FSOC will\nprimarily focus on regulating activities that pose systemic risk to the financial stability of the United States, rather than designations of individual\nfirms. Future reviews by the FSOC of nonbank financial companies for designation as SIFIs may focus on other types of products and activities,\nsuch as nonbank lending activities conducted by certain of our businesses. If any of our activities were identified by the FSOC as posing\npotential risks to U.S. financial stability, such activities could be subject to modified or enhanced regulation or supervision by U.S. regulators\nwith jurisdiction over such activities, although no proposals have been made indicating how such measures would be applied to any such\nidentified activities.\n \n•\n \nUnder the FSOC’s most recent guidance, designation of an individual firm as a nonbank SIFI would only occur if, after engaging with the firm’s\nprimary federal and state regulators, the FSOC determines that those regulators’ actions are inadequate to address the identified potential risk\nto U.S. financial stability. If we were designated as a nonbank SIFI, including as a result of our asset management or nonbank lending activities,\nwe could become subject to direct supervision by the Federal Reserve Board, and could become subject to enhanced prudential, capital,\nsupervisory and other requirements, such as risk-based capital requirements, leverage limits, liquidity requirements, resolution plan and credit\nexposure report requirements, concentration limits, a contingent capital requirement, enhanced public disclosures, short-term debt limits and\noverall risk management requirements. Requirements such as these, which were designed to regulate banking institutions, would likely need to\nbe modified to be applicable to an asset manager, although no proposals have been made indicating how such measures would be adapted for\nasset managers.\nTrade negotiations and related government actions may create regulatory uncertainty for our funds’ portfolio companies and our investment\nstrategies and adversely affect the profitability of our funds’ portfolio companies.\nIn recent years, the U.S. government has indicated its intent to alter its approach to international trade policy and in some cases to renegotiate, or\npotentially terminate, certain existing bilateral or multi-lateral trade agreements and treaties with foreign countries, and has made proposals and taken\nactions related thereto. For example, the U.S. government has imposed tariffs on certain foreign goods, including from China, such as steel and aluminum.\nSome foreign governments, including China, have instituted retaliatory tariffs on certain U.S. goods.\nFurthermore, the U.S. has implemented a number of economic sanctions programs and export controls that specifically target Chinese entities and\nnationals on national security grounds, including, for example, with respect to China’s response to political demonstrations in Hong Kong and China’s\nconduct concerning the treatment of Uyghurs and other ethnic minorities in its Xinjiang province. Moreover, the U.S. has implemented additional sanctions\nagainst entities participating in China’s military industrial complex and providing support to the country’s military, intelligence, and surveillance apparatuses.\nThese sanctions impose certain restrictions on U.S. persons and entities buying or selling publicly-traded securities of these designated entities. The U.S.\nhas also imposed new\n \n46\ntrade restrictions and license requirements on advanced computing semiconductor chips and additional restrictions on the exportation of semiconductor\nmanufacturing items to China. These restrictions also add additional license requirements on items destined to certain semiconductor fabrication facilities in\nChina. In return, China has imposed sanctions against certain U.S. nationals engaged in political activities relating to Hong Kong and has implemented\ncountermeasures in response to sanctions imposed on Chinese individuals or entities by foreign governments, such that a company that complies with U.S.\nsanctions against a Chinese entity may then face penalties in China. Further escalation of the “trade war” between the U.S. and China, the countries’\ninability to reach further trade agreements, or the continued use of reciprocal sanctions by each country, may negatively impact opportunities for investment\nas well as the rate of global growth, particularly in China, which has and continues to exhibit signs of slowing growth. Such slowing growth could adversely\naffect the revenues and profitability of our funds’ portfolio companies.\nThere is uncertainty as to the actions that may be taken under the current administration with respect to U.S. trade policy, including with China. Further\ngovernmental actions related to the imposition of tariffs or other trade barriers or changes to international trade agreements or policies, could further\nincrease costs, decrease margins, reduce the competitiveness of products and services offered by current and future portfolio companies and adversely\naffect the revenues and profitability of companies whose businesses rely on goods imported from outside of the U.S.\nOur provision of products and services to insurance companies, including through Blackstone Insurance Solutions, subjects us to a variety of\nrisks and uncertainties.\nWe have increasingly undertaken initiatives to deliver to insurance companies customizable and diversified portfolios of Blackstone products across\nasset classes, as well as the option for partial or full management of insurance companies’ general account assets. This strategy has in recent years\ncontributed to meaningful growth in our Assets under Management, including in Perpetual Capital Assets Under Management. BIS currently manages\n\n\nassets for Corebridge Financial Inc., Everlake Life Insurance Company, Fidelity & Guaranty Life Insurance Company, Resolution Life Group and certain of\ntheir respective affiliates pursuant to several investment management agreements. In addition, in July 2016, Blackstone and AXIS Capital co-sponsored the\nestablishment of Harrington Reinsurance, a Bermuda property and casualty reinsurance company, and BIS currently manages all general account assets of\nHarrington Reinsurance. BIS also manages or sub-manages assets for certain insurance-dedicated funds and special purpose vehicles, and has developed,\nand expects to continue to develop, other capital-efficient products for insurance companies.\nThe continued success of BIS will depend in large part on further developing investment partnerships with insurance company clients and maintaining\nexisting asset management arrangements, including those described above. If we fail to deliver high-quality, high- performing products that help our\ninsurance company clients meet long-term policyholder obligations, BIS may not be successful in retaining existing investment partnerships, developing new\ninvestment partnerships or originating or selling capital-efficient assets or products and such failure may have a material adverse effect on BIS or on our\nbusiness, results and financial condition.\nThe U.S. and non-U.S. insurance industries are subject to significant regulatory oversight. Regulatory authorities in many relevant jurisdictions have\nbroad regulatory (including through any regulatory support organization), administrative, and in some cases discretionary, authority with respect to insurance\ncompanies and/or their investment advisors, which may include, among other things, the investments insurance companies may acquire and hold,\nmarketing practices, affiliate transactions, reserve requirements and capital adequacy. These requirements are primarily concerned with the protection of\npolicyholders, and regulatory authorities often have wide discretion in applying the relevant restrictions and regulations to insurance companies, which may\nindirectly affect BIS and other Blackstone businesses that offer products or services to insurance companies. We may be the target or subject of, or may\nhave indemnification obligations related to, litigation (including class action litigation by policyholders), enforcement investigations or regulatory scrutiny.\nRegulators and other authorities\n \n47\ngenerally have the power to bring administrative or judicial proceedings against insurance companies, which could result in, among other things, suspension\nor revocation of licenses, cease-and-desist orders, fines, civil penalties, criminal penalties or other disciplinary action. To the extent BIS or another\nBlackstone business that offers products or services to insurance companies is directly or indirectly involved in such regulatory actions, our reputation could\nbe harmed, we may become liable for indemnification obligations and we could potentially be subject to enforcement actions, fines and penalties.\nRecently, insurance regulatory authorities and regulatory support organizations have increased scrutiny of alternative asset managers’ involvement in\nthe insurance industry, including with respect to the ownership by such managers or their affiliated funds of, and the management of assets on behalf of,\ninsurance companies. For example, insurance regulators have increasingly focused on the terms and structure of investment management agreements,\nincluding whether they are at arms’ length, establish control of the insurance company, grant the asset manager excessive authority or oversight over the\ninvestment strategy of the insurance company or provide for management fees that are not fair and reasonable. Regulators have also increasingly focused\non the risk profile of certain investments held by insurance companies (including, without limitation, collateralized loan obligations and other structured credit\nassets), appropriateness of investment ratings and potential conflicts of interest, including affiliated investments, and potential misalignment of incentives\nand any potential risks from these and other aspects of an insurance company’s relationship with alternative asset managers that may impact the insurance\ncompany’s risk profile. This enhanced scrutiny may increase the risk of regulatory actions against us and could result in new or amended regulations that\nlimit our ability, or make it more burdensome or costly, to enter into new investment management agreements with insurance companies and thereby grow\nour insurance strategy. Some of the arrangements we have or will develop with insurance companies involve complex U.S. and non-U.S. tax structures for\nwhich no clear precedent or authority may be available. Such structures may be subject to potential regulatory, legislative, judicial or administrative change\nor scrutiny and differing interpretations and any adverse regulatory, legislative, judicial or administrative changes, scrutiny or interpretations may result in\nsubstantial costs to insurance companies or BIS. In some cases we may agree to indemnify insurance companies for their losses resulting from any such\nadverse changes or interpretations.\nInsurance company investment portfolios are often subject to internal and regulatory requirements governing the categories and ratings of investment\nproducts and assets they may acquire and hold. Many of the investment products we originate or develop for, or other assets or investments we include in,\ninsurance company portfolios will be rated and a ratings downgrade or any other negative action by a rating agency with respect to such products, assets or\ninvestments could make them less attractive and limit our ability to offer such products to, or invest or deploy capital on behalf of, insurers. Furthermore,\ninsurers are subject to a risk-based capital (“RBC”) requirement, which is a statutory minimum level of capital that an insurer must hold in proportion to its\nrisk. Certain proposals or exposure drafts released by insurance regulatory authorities may result in changes to the RBC treatment and/or ratings process of\ncertain assets or investments that are, or may be, held by our insurance company clients, which could potentially make such assets or investments less\nattractive to insurers and limit our ability to originate, or invest in, them on behalf insurers.\nAny failure to properly manage or address the foregoing risks may have a material adverse effect on BIS or on our business, results and financial\ncondition.\nWe rely on complex exemptions from statutes in conducting our asset management activities.\nWe regularly rely on exemptions from various requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act,\nthe 1940 Act, the Commodity Exchange Act and the U.S. Employee Retirement Income Security Act of 1974, as amended, in conducting our asset\nmanagement activities. These exemptions are sometimes highly complex and may in certain circumstances depend on compliance by third parties whom\nwe do not control. If for any reason these exemptions were to become unavailable to us, we could become subject to regulatory action or third-party claims\nand our business could be materially and adversely\n \n48\naffected. For example, the “bad actor” disqualification provisions of Rule 506 of Regulation D under the Securities Act ban an issuer from offering or selling\nsecurities pursuant to the safe harbor rule in Rule 506 if the issuer or any other “covered person” is the subject of a criminal, regulatory or court order or\nother “disqualifying event” under the rule which has not been waived. The definition of “covered person” includes an issuer’s directors, general partners,\nmanaging members and executive officers; affiliates who are also issuing securities in the offering; beneficial owners of 20% or more of the issuer’s\noutstanding equity securities; and promoters and persons compensated for soliciting investors in the offering. Accordingly, our ability to rely on Rule 506 to\noffer or sell securities would be impaired if we or any “covered person” is the subject of a disqualifying event under the rule and we are unable to obtain a\nwaiver. These regulations often serve to limit our activities and impose burdensome compliance requirements.\nComplex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.\nSimilar to the United States, the jurisdictions outside the United States in which we operate, in particular Europe, have become subject to further\nregulation. Governmental regulators and other authorities in Europe have proposed or implemented a number of initiatives, rules and regulations that could\nadversely affect our business, including by imposing additional compliance and administrative burden and increasing the costs of doing business in such\njurisdictions. Increasingly, the rules and regulations in the financial sector in Europe are becoming more prescriptive. Rules and regulations in other\njurisdictions are often informed by key features of U.S. and European rules and regulations and, as a result, our businesses in all jurisdictions, including\nacross Asia, may become subject to increased regulation in the future.\n\n\nIn Europe, the EU Alternative Investment Fund Managers Directive (“AIFMD”) came into effect in 2014 and established a regulatory regime for\nalternative investment fund managers, including private equity and hedge fund managers. AIFMD is applicable to our AIFMs in Luxembourg and Ireland and\nin certain other respects to affiliated non-EEA AIFMs in other jurisdictions to the extent that they market interests in alternative investment funds to EEA\ninvestors. We have had to comply with these and other requirements of the AIFMD in order to market certain of our investment funds to professional\ninvestors in the EEA. The U.K. has “on-shored” AIFMD and therefore similar requirements continue to apply to funds marketed to U.K. investors\nnotwithstanding Brexit.\nIn November 2021, a legislative proposal (commonly referred to as “AIFMD II”) was made that may increase the cost and complexity of raising capital\nand restrict our ability to structure or market certain types of funds to EEA investors. Subject to the EU ordinary legislative process involving the European\nParliament and European Council, the proposal is expected to result in amendments to the AIFMD, which is expected to have a two-year implementation\nperiod after the legislation comes into force, possibly in 2025. How the AIFMD II will affect us or our subsidiaries is unclear at this stage, but the regime may\nslow the pace of fundraising.\nIn addition, on August 2, 2021, Directive (EU) 2019/1160 (the “CBDF Directive”) and Regulation (EU) 2019/1156 (the “CBDF Regulation”) came into\neffect, which in part amended AIFMD. The CBDF Regulation introduces new standardized requirements for cross-border fund distribution in the EU,\nincluding as related to transparency and principles for calculating supervisory fees, new procedures for the de-notification of marketing (including restrictions\non pre-marking successor funds), new content requirements for marketing communications and additional regulations with respect to investors who\napproach our funds seeking to invest on their own initiative. As the CBDF Regulation is implemented across various EU jurisdictions, our ability to raise\ncapital from EEA investors may become more complex and costly.\nThe EU Securitization Regulation (the “Securitization Regulation”), which became effective on January 1, 2019, imposes due diligence and risk\nretention requirements on “institutional investors” (which includes managers of alternative investment funds assets) which must be satisfied prior to holding a\nsecuritization position. These requirements may apply to AIFs managed by not only EEA AIFMs but also non-EEA AIFMs where those AIFs have\n \n49\nbeen registered for marketing in the EU under national private placement regimes. Similar requirements continue to apply in the U.K. notwithstanding\nBrexit. The Securitization Regulation may impact or limit our funds’ ability to make certain investments that constitute “securitizations” under the regulation.\nThe Securitization Regulation may also constrain certain of our funds’ ability to invest in securitization positions that do not comply with, among other things,\nthe risk retention requirements. Failure to comply with these requirements could result in various penalties.\nThe EU regulation (“EMIR”) on over-the-counter (“OTC”) derivative transactions, central counterparties and trade repositories requires mandatory\nclearing of certain OTC derivatives through central counterparties, creates additional risk mitigation requirements and imposes reporting and recordkeeping\nrequirements in respect of most derivative transactions. Similar rules apply in the U.K., and compliance with relevant EU and U.K. requirements imposes\nadditional operational burden and cost on our engagement in such transactions.\nAdditional regulation, commonly referred to as “MiFID II” requires us to comply with disclosure, transparency, reporting and record keeping obligations\nand enhanced obligations in relation to the receipt of investment research, best execution, product governance and marketing communications. Compliance\nwith MiFID II has resulted in greater overall complexity, higher compliance and administration and operational costs and less overall flexibility for us. Certain\naspects of MiFID II are subject to review and change in both the EU and the\nU.K. Associated changes to the prudential regulation of EEA and U.K. MiFID investment firms have increased the regulatory capital and liquidity\nadequacy requirements for certain of our entities licensed under MiFID. This makes it less capital efficient to run the relevant businesses. Those changes\nhave also required us to make changes to the way in which we remunerate certain senior staff, which may make it harder for us to attract and retain talent,\ncompared to competitors not subject to the same rules. Enhanced internal governance, disclosure and reporting requirements increase the costs of\ncompliance.\nCertain regulatory requirements and proposals in the EU and U.K. intended to enhance protection for retail investors and impose additional obligations\non the distribution of certain products to retail investors may impose additional costs on our operations and limit our ability to access capital from retail\ninvestors in such jurisdictions. These include EU and U.K. rules requiring that retail investors in packaged retail investment and insurance products receive\nkey information documents, and U.K rules enhancing duties related to distribution of financial products to retail investors.\nAs with any other organization that holds personal data of EU data subjects, we are required to comply with the GDPR because, among other things,\nwe process European individuals’ personal data in the U.S. via our global technology systems. The U.K. has on-shored GDPR and similar requirements\ntherefore continue to apply in the U.K. notwithstanding Brexit, although transfers of personal data between the EU and U.K. are subject to less safeguards\nthen transfers to third countries. Financial regulators and data protection authorities have significantly increased audit and investigatory powers under\nGDPR to probe how personal data is being used and processed. Serious breaches of include antitrust-like fines on companies of up to the greater of\n€20 million / £17.5 million or 4% of global group turnover in the preceding year, regulatory action and reputational risk. See “— Rapidly developing and\nchanging global privacy laws and regulations could increase compliance costs and subject us to enforcement risks and reputational damage.”\nEuropean regulators are increasing their attention on “greenwashing” and rapidly developing and implementing regimes focused on ESG and\nsustainability within the financial services sector. In the EU, the key regimes include the EU Sustainable Finance Disclosure Regulation SFDR which\ncurrently imposes disclosure requirements on MiFID firms and AIFMs and will affect our EEA operations (including where non-EEA products are marketed to\nEEA investors). The EU regulation on the establishment of a framework to facilitate sustainable investment (“Taxonomy Regulation”) supplements SFDR’s\ndisclosure requirements for certain entities and sets out a framework for classifying economic activities as “environmentally sustainable.” SFDR primarily\nimpacts our\n \n50\nAIFMs by requiring certain disclosures in relation to sustainability risks and consideration of so-called \"principal adverse impacts\". The majority of the\nprovisions of the SFDR have applied since March 10, 2021. In addition, beginning January 1, 2023, certain template pre-contractual and periodic\ndisclosures must be provided in a uniform template. There is a risk of inadvertent classification of certain of our products, which could lead to claims by\ninvestors for mis-selling and/or regulatory enforcement action, which could result in fines or other regulatory sanctions and damage to our reputation. In\naddition, certain requirements (such as making public disclosures on our website concerning the ESG features of private funds) might conflict with certain of\nour other regulatory obligations, such as, for example, limitations on general solicitation applicable to many of our funds. As a consequence, we may be\nunable to, or make a reasoned decision not to, fully comply with some requirements of these new regimes. This too could lead to regulatory enforcement\naction with similar consequences. The U.K. is not implementing SFDR but has introduced mandatory disclosure requirements aligned with the Task Force\non Climate-Related Finance Disclosures (“TCFD”). In addition, a second layer of U.K. regulation has been proposed that will implement additional\ndisclosure requirements (known as “SDR”) and a new “U.K. Green Taxonomy,” which is conceptually similar to but distinct from SFDR and the Taxonomy\nRegulation, exacerbating the risks arising from mismatch between the EEA and U.K. initiatives. These regimes may impose substantial ESG data collection\nand disclosure obligations on us, which in turn may impose increased compliance burdens and costs for our funds' operations. It is not yet possible to fully\nassess how our business will be affected as much of the detail surrounding these initiatives is yet to be revealed.\nLaws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both within and outside the U.S., may\n\n\nmake it more difficult for us to deploy capital in certain jurisdictions or to sell assets to certain buyers.\nA number of jurisdictions, including the U.S., have restrictions on foreign direct investment pursuant to which their respective heads of state and/or\nregulatory bodies have the authority to block or impose conditions with respect to certain transactions, such as investments, acquisitions and divestitures, if\nsuch transaction threatens to impair national security. In addition, many jurisdictions restrict foreign investment in assets important to national security by\ntaking steps including, but not limited to, placing limitations on foreign equity investment, implementing investment screening or approval mechanisms, and\nrestricting the employment of foreigners as key personnel. These U.S. and foreign laws could limit our funds’ ability to invest in certain businesses or entities\nor impose burdensome notification requirements, operational restrictions or delays in pursuing and consummating transactions. For example, the Committee\non Foreign Investment in the United States (“CFIUS”) has the authority to review transactions that could result in potential control of, or certain types of non-\ncontrolling investments in, a U.S. business or U.S. real estate by a foreign person. In recent years, legislation has expanded the scope of CFIUS’ jurisdiction\nto cover more types of transactions and empower CFIUS to scrutinize more closely investments in certain transactions. CFIUS may recommend that the\nPresident block, unwind or impose conditions or terms on such transactions, certain of which may adversely affect the ability of the fund to execute on its\ninvestment strategy with respect to such transaction as well as limit our flexibility in structuring or financing certain transactions. Additionally, CFIUS or any\nnon-U.S. equivalents thereof may seek to impose limitations on one or more such investments that may prevent us from maintaining or pursuing investment\nopportunities that we otherwise would have maintained or pursued, which could make it more difficult for us to deploy capital in certain of our funds. In\naddition, certain senior administration officials have indicated that the current administration is formulating an approach to address outbound investments in\nsensitive technologies. There is public speculation that this formulation will involve an outbound investment screening mechanism, particularly relating to\nChina and China-adjacent investments, which could further negatively impact our ability to deploy capital in such countries. Further, state regulatory\nagencies may impose restrictions on private funds’ investments in certain types of assets, which could affect our funds’ ability to find attractive and\ndiversified investments and to complete such investments in a timely manner. For example, California adopted regulations that are scheduled to take effect\nin April 2024 and would subject certain potential investments in the healthcare sector that transfer a material amount of a healthcare portfolio company’s\nassets or governance to review by a state regulatory agency.\n \n51\nOur investments outside of the United States may also face delays, limitations, or restrictions as a result of notifications made under and/or compliance\nwith these legal regimes and rapidly-changing agency practices. Other countries continue to establish and/or strengthen their own national security\ninvestment clearance regimes, which could have a corresponding effect of limiting our ability to make investments in such countries. Heightened scrutiny of\nforeign direct investment worldwide may also make it more difficult for us to identify suitable buyers for investments upon exit and may constrain the\nuniverse of exit opportunities for an investment in a portfolio company. As a result of such regimes, we may incur significant delays and costs, be altogether\nprohibited from making a particular investment or impede or restrict syndication or sale of certain assets to certain buyers, all of which could adversely affect\nthe performance of our funds and in turn, materially reduce our revenues and cash flow. Complying with these laws imposes potentially significant costs and\ncomplex additional burdens, and any failure by us or our funds’ portfolio companies to comply with them could expose us to significant penalties, sanctions,\nloss of future investment opportunities, additional regulatory scrutiny, and reputational harm.\nClimate change, climate change-related regulation and sustainability concerns could adversely affect our businesses and the operations of our\nfunds’ portfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.\nWe, our funds and our funds’ portfolio companies face risks associated with climate change including risks related to the impact of climate-and ESG-\nrelated legislation and regulation (both domestically and internationally), risks related to business trends related to climate change and technology (such as\nthe process of transitioning to a lower-carbon economy), and risks stemming from the physical impacts of climate change.\nNew climate change-related regulations or interpretations of existing laws may result in enhanced disclosure obligations, which could negatively affect\nus, our funds and our funds’ portfolio companies and materially increase the regulatory burden and cost of compliance. For example, developing and acting\non initiatives within the scope of ESG, and collecting, measuring and reporting ESG-related information and metrics can be costly, difficult and time\nconsuming and is subject to evolving reporting standards, including the SEC’s recently proposed climate-related reporting requirements, and similar\nproposals by other international regulatory bodies. We may also communicate certain climate-related initiatives, commitments and goals in our SEC filings\nor in other disclosures, which subjects us to additional risks, including the risk of being accused of “greenwashing.”\nCertain of our funds’ portfolio companies operate in sectors that could face transition risk if carbon-related regulations or taxes are implemented. For\ncertain of our funds’ portfolio companies, business trends related to climate change may require capital expenditures, product or service redesigns, and\nchanges to operations and supply chains to meet changing customer expectations. While this can create opportunities, not addressing these changed\nexpectations could create business risks for portfolio companies, which could negatively impact the returns in our funds. Further, advances in climate\nscience may change society’s understanding of sources and magnitudes of negative effects on climate, which could also negatively impact portfolio\ncompany financial performance. Further, significant chronic or acute physical effects of climate change including extreme weather events such as\nhurricanes or floods, can also have an adverse impact on certain of our funds’ portfolio companies and investments, especially our real asset investments\nand portfolio companies that rely on physical factories, plants or stores located in the affected areas, or that focus on tourism or recreational travel. As the\neffects of climate change increase, we expect the frequency and impact of weather and climate related events and conditions to increase as well.\n \n52\nIn addition, our reputation may be harmed if certain stakeholders, such as our limited partners or stockholders, believe that we are not adequately or\nappropriately responding to climate change, including through the way in which we operate our business, the composition of our funds’ existing portfolios,\nthe new investments made by our funds, or the decisions we make to continue to conduct or change our activities in response to climate change\nconsiderations. In addition, we face business trends related to climate change risks, such as, for example, the increased attention to ESG considerations by\nour fund investors, including in connection with their determination of whether to invest in our funds. See “— We are subject to increasing scrutiny from\nregulators, elected officials, stockholders, investors and other stakeholders with respect to environmental, social and governance matters, which may\nadversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and harm our brand and\nreputation.”\nWe are subject to substantial risk of litigation and regulatory proceedings and may face significant liabilities and damage to our professional\nreputation as a result of litigation allegations and negative publicity.\nFrom time to time we, our funds and our funds’ portfolio companies have been and may be subject to litigation, including securities class action lawsuits\nby stockholders, as well as class action lawsuits that challenge our acquisition transactions and/or attempt to enjoin them. Please see “Item 3. Legal\nProceedings” for a discussion of a certain proceeding to which we are currently a party.\nIn recent years, the volume of claims and amount of damages claimed in litigation and regulatory proceedings against the financial services industry in\ngeneral have been increasing. The investment decisions we make in our asset management business and the activities of our investment professionals\n(including in connection with portfolio companies and investment advisory activities) may subject us, our funds and our funds’ portfolio companies to the risk\nof third party litigation or regulatory proceedings arising from investor dissatisfaction with the performance of those investment funds, alleged conflicts of\ninterest, the suitability or manner of distribution of our products, including to retail investors, the activities of our funds’ portfolio companies and a variety of\nother claims.\n\n\nIn addition, to the extent investors in our investment funds suffer losses resulting from fraud, gross negligence, willful misconduct or other similar\nmisconduct, investors may have remedies against us, our investment funds, our senior managing directors or our affiliates under the federal securities law\nand/or state law. While the general partners and investment advisers to our investment funds, including their directors, officers, other employees and\naffiliates, are generally indemnified to the fullest extent permitted by law with respect to their conduct in connection with the management of the business\nand affairs of our investment funds, such indemnity does not extend to actions determined to have involved fraud, gross negligence, willful misconduct or\nother similar misconduct.\nThe 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’\nstockholders, under securities or other laws in connection with transactions in which we participate.\nAny private lawsuits or regulatory actions brought against us and resulting in a finding of substantial legal liability could materially adversely affect our\nbusiness, financial condition or results of operations or cause significant reputational harm to us, which could seriously harm our business. We depend to a\nlarge extent on our business relationships and our reputation for integrity and high-caliber professional services to attract and retain investors and to pursue\ninvestment opportunities for our funds. As a result, allegations of improper conduct by private litigants, regulators, or employees, whether the ultimate\noutcome is favorable or unfavorable to us, as well as negative publicity and press speculation about us, our investment activities, our lines of business or\ndistribution channels, our workplace environment, or the asset management industry in general, whether or not valid, may harm our reputation, which may\nbe more damaging to our business than to other types of businesses. The pervasiveness of social media and the Internet, coupled with increased public\nfocus on the externalities of business activities, could also lead to faster and wider dissemination of any adverse publicity or inaccurate information about\nus, making effective remediation more difficult and further magnifying the reputational risks associated with negative publicity.\n \n53\nEmployee misconduct could harm us by impairing our ability to attract and retain clients and subjecting us to significant legal liability and\nreputational harm. Fraud, deceptive practices or other misconduct at portfolio companies or service providers could similarly subject us to\nliability and reputational damage and also harm performance.\nOur employees could engage in misconduct that adversely affects our business. We are subject to a number of obligations and standards arising from\nour asset management business and our authority over the assets managed by our asset management business. The violation of these obligations and\nstandards by any of our employees would adversely affect our clients and us. Our business often requires that we deal with confidential matters of great\nsignificance to companies in which we may invest. If our employees were to improperly use or disclose confidential information, we could suffer serious\nharm to our reputation, financial position and current and future business relationships. Detecting or deterring employee misconduct is not always possible,\nand the extensive precautions we take to detect and prevent this activity may not be effective in all cases. In addition, a prolonged period of remote work,\nsuch as the one experienced during the COVID-19 pandemic, may require us to develop and implement additional precautions in order to detect and\nprevent employee misconduct. Such additional precautions, which may include the implementation of security and other restrictions, may make our systems\nmore difficult and costly to operate and may not be effective in preventing employee misconduct in a remote work environment. If one of our employees\nwere to engage in misconduct or were to be accused of such misconduct, our business and our reputation could be adversely affected.\nIn recent years, the U.S. Department of Justice and the SEC have devoted greater resources to enforcement of the Foreign Corrupt Practices Act\n(“FCPA”). In addition, the U.K. has also significantly expanded the reach of its anti-bribery laws. Local jurisdictions, such as Brazil, have also brought a\ngreater focus to anti-bribery laws. While we have policies and procedures designed to ensure strict compliance by us and our personnel with the FCPA,\nsuch policies and procedures may not be effective in all instances to prevent violations. Any determination that we have violated the FCPA, the U.K. anti-\nbribery laws or other applicable anti-corruption laws could subject us to, among other things, civil and criminal penalties or material fines, profit\ndisgorgement, injunctions on future conduct, securities litigation and a general loss of investor confidence, any one of which could adversely affect our\nbusiness prospects, financial position or the market value of our common stock.\nIn addition, we may also be adversely affected if there is misconduct by personnel of our funds’ portfolio companies or by such companies’ service\nproviders. For example, financial fraud or other deceptive practices at our funds’ portfolio companies, or failures by personnel at our funds’ portfolio\ncompanies to comply with anti-bribery, trade sanctions, anti-harassment, anti-discrimination or other legal and regulatory requirements, could subject us to,\namong other things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct and securities litigation, and could also\ncause significant reputational and business harm to us. Such misconduct may undermine our due diligence efforts with respect to such portfolio companies\nand could negatively affect the valuations of the investments by our funds in such portfolio companies. Losses to our funds and us could also result from\nmisconduct or other actions by service providers, such as administrators, consultants or other advisors, if such service providers improperly use or disclose\nconfidential information, misappropriate funds, or violate legal or regulatory obligations. In addition, we may face an increased risk of such misconduct to the\nextent our investment in non-U.S. markets, particularly emerging markets, increases.\n \n54\nPoor performance of our investment funds would cause a decline in our revenue, income and cash flow, may obligate us to repay Performance\nAllocations previously paid to us, and could adversely affect our ability to raise capital for future investment funds.\nIn the event that any of our investment funds were to perform poorly, our revenue, income and cash flow would decline because the value of our assets\nunder management would decrease, which would result in a reduction in management fees, and our investment returns would decrease, resulting in a\nreduction in the Performance Revenues we earn. Moreover, we could experience losses on our investments of our own principal as a result of poor\ninvestment performance by our investment funds. Furthermore, if, as a result of poor performance of later investments in a carry fund’s life, the fund does\nnot achieve certain investment returns for the fund over its life, we will be obligated to repay the amount by which Performance Allocations that were\npreviously distributed to us exceed the amount to which the relevant general partner is ultimately entitled. Similarly, certain of our vehicles’ terms require an\noffset of Performance Revenues related to past performance, often referred to as a “recoupment of loss carryforward”. If recoupment of loss carryforward is\ntriggered, including as a result of a meaningful decline in the vehicles’ revenues following a period of strong performance, such offset would serve to reduce\nthe amount of future Performance Revenues to which we would be entitled in such vehicle. In the event that the offset is insufficient for the vehicle to fully\nrecoup such loss carryforward, we may be required to make a cash payment after a certain period.\nIn addition, in most cases, the companies in which our investment funds invest will have indebtedness or equity securities, or may be permitted to incur\nindebtedness or to issue equity securities, that rank senior to our investment, which may limit the ability of our investment funds to influence a company’s\naffairs and to take actions to protect their investments during periods of financial distress or following an insolvency.\nPoor performance of our investment funds could make it more difficult for us to raise new capital. Investors in funds might decline to invest in future\ninvestment funds we raise and investors in hedge funds or other investment funds might withdraw their investments as a result of poor performance of the\ninvestment funds in which they are invested. Investors and potential investors in our funds continually assess our investment funds’ performance, and our\nability to raise capital for existing and future investment funds and avoid excessive redemption levels will depend on our investment funds’ continued\nsatisfactory performance. Accordingly, poor fund performance may deter future investment in our funds and thereby decrease the capital invested in our\nfunds and ultimately, our management fee revenue. Alternatively, in the face of poor fund performance, investors could demand lower fees or fee\nconcessions for existing or future funds which would likewise decrease our revenue.\n\n\nIn addition, from time to time, we may pursue new or different investment strategies and expand into geographic markets and businesses that may not\nperform as expected and result in poor performance by us and our investment funds. In addition to the risk of poor performance, such activity may subject us\nto a number of risks and uncertainties, including risks associated with (a) the possibility that we have insufficient expertise to engage in such activities\nprofitably or without incurring inappropriate amounts of risk, (b) the diversion of management’s attention from our core businesses, (c) known or unknown\ncontingent liabilities, which could result in unforeseen losses for us and our funds, (d) the disruption of ongoing businesses and (e) compliance with\nadditional regulatory requirements.\nCertain policies and procedures implemented to mitigate potential conflicts of interest and address certain regulatory requirements may reduce\nthe synergies across our various businesses.\nBecause of our various asset management businesses and our capital markets services business, we will be subject to a number of actual and potential\nconflicts of interest and subject to greater regulatory oversight and more legal and contractual restrictions than that to which we would otherwise be subject if\nwe had just one line of business. To mitigate these conflicts and address regulatory, legal and contractual requirements across our various businesses, we\nhave implemented certain policies and procedures (for example, information walls) that may\n \n55\nreduce the positive synergies that we cultivate across these businesses for purposes of identifying and managing attractive investments. For example,\ncertain regulatory requirements require us to restrict access by certain personnel in our funds to information about certain transactions or investments being\nconsidered or made by those funds. In addition, we may come into possession of confidential or material non-public information with respect to issuers in\nwhich we may be considering making an investment or issuers in which our affiliates may hold an interest. As a consequence of such policies and\nprocedures, we may be precluded from providing such information or other ideas to our other businesses even where it might be of benefit to them.\nOur failure to deal appropriately with conflicts of interest in our investment business could damage our reputation and adversely affect our\nbusinesses.\nAs we have expanded and as we continue to expand the number and scope of our businesses, we increasingly confront potential conflicts of interest\nrelating to our funds’ investment activities. Investment manager conflicts of interest continue to be a significant area of focus for regulators and the media.\nBecause of our size and the variety of businesses and investment strategies that we pursue, we may face a higher degree of scrutiny compared with\ninvestment managers that are smaller or focus on fewer asset classes. Certain of our funds may have overlapping investment objectives, including funds\nthat have different fee structures and/or investment strategies that are more narrowly focused. Potential conflicts may arise with respect to allocation of\ninvestment opportunities among us, our funds and our affiliates, including to the extent that the fund documents do not mandate a specific investment\nallocation. For example, we may allocate an investment opportunity that is appropriate for two or more investment funds in a manner that excludes one or\nmore funds or results in a disproportionate allocation based on factors or criteria that we determine, such as sourcing of the transaction, specific nature of\nthe investment or size and type of the investment, among other factors. We may also decide to provide a co-investment opportunity to certain investors in\nlieu of allocating a piece of the investment to our funds. In addition, the challenge of allocating investment opportunities to certain funds may be exacerbated\nas we expand our business to include more lines of business, including more public vehicles. Allocating investment opportunities appropriately frequently\ninvolves significant and subjective judgments. The risk that fund investors or regulators could challenge allocation decisions as inconsistent with our\nobligations under applicable law, governing fund agreements or our own policies cannot be eliminated. In addition, the perception of non-compliance with\nsuch requirements or policies could harm our reputation with fund investors.\nWe may also cause different funds to invest in a single portfolio company, for example where the fund that made an initial investment no longer has\ncapital available to invest. We may also cause different funds that we manage to purchase different classes of securities in the same portfolio company. For\nexample, one of our CLO funds could acquire a debt security issued by the same company in which one of our private equity funds owns common equity\nsecurities. A direct conflict of interest could arise between the debt holders and the equity holders if such a company were to develop insolvency concerns,\nand we would have to carefully manage that conflict. A decision to acquire material non-public information about a company while pursuing an investment\nopportunity for a particular fund gives rise to a potential conflict of interest when it results in our having to restrict the ability of other funds to take any action\nwith respect to that company. Our affiliates or portfolio companies may be service providers or counterparties to our funds or portfolio companies and receive\nfees or other compensation for services that are not shared with our fund investors. In such instances, we may be incentivized to cause our funds or portfolio\ncompanies to purchase such services from our affiliates or portfolio companies rather than an unaffiliated service provider despite the fact that a third party\nservice provider could potentially provide higher quality services or offer them at a lower cost. In addition, conflicts of interest may exist in the valuation of\nour investments, as well as the personal trading of employees and the allocation of fees and expenses among us, our funds and their portfolio companies,\nand our affiliates. Lastly, in certain, infrequent instances we may purchase an investment alongside one of our investment funds or sell an investment to one\nof our investment funds and conflicts may arise in respect of the allocation, pricing and timing of such investments and the ultimate disposition of such\ninvestments. A failure to appropriately deal with these, among other, conflicts, could negatively impact our\n \n56\nreputation and ability to raise additional funds or result in potential litigation or regulatory action against us. Further, any steps taken by the SEC to preclude\nor limit certain conflicts of interest may make it more difficult for our funds to pursue transactions that may otherwise be attractive to the fund and its\ninvestors, which may adversely impact fund performance.\nConflicts of interest may arise in our allocation of co-investment opportunities.\nPotential conflicts will arise with respect to our decisions regarding how to allocate co-investment opportunities among investors and the terms of any\nsuch co-investments. As a general matter, our allocation of co-investment opportunities is within our discretion and there can be no assurance that co-\ninvestment opportunities of any particular type or amount will become available to any of our investors. We may take into account a variety of factors and\nconsiderations we deem relevant in allocating co-investment opportunities, including, without limitation, whether a potential co-investor has expressed an\ninterest in evaluating co-investment opportunities, our assessment of a potential co-investor’s ability to invest an amount of capital that fits the needs of the\ninvestment and our assessment of a potential co-investor’s ability to commit to a co-investment opportunity within the required timeframe of the particular\ntransaction.\nOur fund documents typically do not mandate specific allocations with respect to co-investments. The investment advisers of our funds may have an\nincentive to provide potential co-investment opportunities to certain investors in lieu of others and/or in lieu of an allocation to our funds, including, for\nexample, as part of an investor’s overall strategic relationship with us, or if such allocations are expected to generate relatively greater fees or Performance\nAllocations to us than would arise if such co-investment opportunities were allocated otherwise. Co-investment arrangements may be structured through\none or more of our investment vehicles, and in such circumstances co-investors will generally bear the costs and expenses thereof (which may lead to\nconflicts of interest regarding the allocation of costs and expenses between such co-investors and investors in our funds). The terms of any such existing\nand future co-investment vehicles may differ materially, and in some instances may be more favorable to us, than the terms of certain of our funds or prior\nco-investment vehicles, and such different terms may create an incentive for us to allocate a greater or lesser percentage of an investment opportunity to\nsuch co-investment vehicles. There can be no assurance that any conflicts of interest will be resolved in favor of any particular investment funds or\ninvestors (including any applicable co-investors).\n\n\nValuation methodologies for certain assets in our funds can be subject to a significant degree of subjectivity and judgment, and the fair value of\nassets established pursuant to such methodologies may never be realized, which could result in significant losses for our funds and the\nreduction of Management Fees and/or Performance Revenues.\nOur investment funds make investments in illiquid investments or financial instruments for which there is little, if any, market activity. We determine the\nvalue of such investments and financial instruments on at least a quarterly basis based on the fair value of such investments as determined in accordance\nwith GAAP. The fair value of such investments and financial instruments is generally determined using a primary methodology and corroborated by a\nsecondary methodology. Methodologies are used on a consistent basis and described in Blackstone’s and the investment funds’ valuation policies.\nThe determination of fair value using these methodologies takes into consideration a range of factors including, but not limited to, the price at which the\ninvestment was acquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and\nprojected operating performance and financing transactions subsequent to the acquisition of the investment. These valuation methodologies involve a\nsignificant degree of management judgment. For example, as to investments that we share with another sponsor, we may apply a different valuation\nmethodology or derive a different value than the other sponsor on the same investment. In addition, the valuations of our private investments may at times\ndiffer significantly from the valuations of publicly traded companies in similar sectors or with similar business models.\n \n57\nFor example, valuations of our private investments do not have an observable market price and may take into account certain long-term financial\nprojections, including those prepared by the management of a portfolio company or other investment. Such projections are based on significant judgments\nand assumptions at the time they are developed and may not be available to the public. Valuations of publicly traded companies, on the other hand, are\nbased on the observable price in the reference market which are generally subject to a higher degree of market volatility. These differences might cause\nsome investors and/or regulators to question our valuations. In addition, variation in the underlying assumptions, estimates, methodologies and/or\njudgments we use in the determination of the value of certain investments and financial instruments could potentially produce materially different results.\nSee “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operation — Critical Accounting Policies” for an overview\nof our fair value policy and the significant judgment required in the application thereof.\nBecause there is significant uncertainty in the valuation of, or in the stability of the value of illiquid investments, the fair values of such investments as\nreflected in an investment fund’s net asset value do not necessarily reflect the prices that would actually be obtained by us on behalf of the investment fund\nwhen such investments are realized. Realizations at values lower than the values at which investments have been reflected in prior fund net asset values\nwould result in reduced gains or losses for the applicable fund, a decline in certain asset management fees and the reduction in potential Performance\nRevenues. Changes in values of investments from quarter to quarter may result in volatility in our investment funds’ net asset value, our investment in, or\nfees from, those funds and the results of operations and cash flow that we report from period to period. Further, a situation where asset values turn out to be\nmaterially different than values reflected in prior fund net asset values could cause investors to lose confidence in us, which would in turn result in difficulty\nin raising additional funds or redemptions from funds where investors hold redemption rights.\nIf we were unable to consummate or successfully integrate additional development opportunities, acquisitions or joint ventures, we may not be\nable to implement our growth strategy successfully.\nOur growth strategy is based, in part, on the selective development or acquisition of asset management businesses or other businesses\ncomplementary to our business where we think we can add substantial value or generate substantial returns. The success of this strategy will depend on,\namong other things: (a) the availability of suitable opportunities, (b) the level of competition from other companies that may have greater financial resources,\n(c) our ability to value potential development or acquisition opportunities accurately and negotiate acceptable terms for those opportunities, (d) our ability to\nobtain requisite approvals and licenses from the relevant governmental authorities and to comply with applicable laws and regulations without incurring\nundue costs and delays and (e) our ability to identify and enter into mutually beneficial relationships with venture partners. Moreover, even if we are able to\nidentify and successfully complete an acquisition, we may encounter unexpected difficulties or incur unexpected costs associated with integrating and\noverseeing the operations of the new businesses. If we are not successful in implementing our growth strategy, our business, financial results and the\nmarket price for our common stock may be adversely affected.\nOur use of borrowings to finance our business exposes us to risks.\nWe use borrowings to finance our business operations as a public company. We have numerous outstanding notes with various maturity dates as well\nas a revolving credit facility that matures on June 3, 2027. See “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of\nOperations — Liquidity and Capital Resources — Sources and Uses of Liquidity” for further information regarding our outstanding borrowings. As\nborrowings under the credit facility and our outstanding notes mature, we will be required to refinance or repay such borrowings. In order to do so, we may\nenter into a new facility or issue new notes, each of which could result in higher borrowing costs. We may also issue equity, which would dilute existing\nstockholders. Further, we may choose to repay such borrowings using cash on hand, cash provided by our continuing operations or cash from the sale of\nour assets, each of which could reduce the amount of cash available to facilitate the growth and expansion\n \n58\nof our businesses, make repurchase under our share repurchase program and pay dividends to our stockholders, operating expenses and other obligations\nas they arise. In order to obtain new borrowings, or to extend or refinance existing borrowings, we are dependent on the willingness and ability of financial\ninstitutions such as global banks to extend credit to us on favorable terms, and on our ability to access the debt and equity capital markets, which can be\nvolatile. There is no guarantee that such financial institutions will continue to extend credit to us or that we will be able to access the capital markets to\nobtain new borrowings or refinance existing borrowings when they mature. In addition, the use of leverage to finance our business exposes us to the types\nof risk described in “— Dependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return\non those investments.”\nInterest rates on our and our funds’ portfolio companies’ outstanding financial instruments might be subject to change based on regulatory\ndevelopments, which could adversely affect our revenue, expenses and the value of those financial instruments.\nThe London Interbank Offered Rate (“LIBOR”) and certain other floating rate benchmark indices, including, without limitation, the Euro Interbank\nOffered Rate, Tokyo Interbank Offered Rate, Hong Kong Interbank Offered Rate and Singapore Interbank Offered Rate (collectively, “IBORs”) have been\nthe subject of national, international and regulatory guidance and proposals for reform. These reforms may cause such benchmarks to perform differently\nthan in the past or have other consequences which cannot be predicted. The FCA, which regulates LIBOR, has ceased publication of the one-week and\ntwo-month U.S. dollar LIBOR and is expected to cease publication of the remaining tenors in 2023. The FCA has also proposed potentially continuing to\nrequire the publishing of one-, three- and six-month LIBOR on a synthetic basis through the end of September 2024. Additionally, the Federal Reserve\nBoard has advised banks to stop entering into new U.S. dollar LIBOR based contracts.\nThe Federal Reserve, in conjunction with the Alternative Reference Rates Committee, a steering committee comprised of large U.S. financial\ninstitutions, identified the Secured Overnight Financing Rate (“SOFR”), an index calculated by short-term repurchase agreements, backed by Treasury\nsecurities, as its preferred alternative rate for LIBOR. At this time, there remains uncertainty regarding how markets will respond to SOFR or other\n\n\nalternative reference rates as the transition away from the IBOR benchmarks progresses and there remains some uncertainty as to what methods of\ncalculating a replacement benchmark will be established or adopted generally, or whether different industry bodies, such as the loan market and the\nderivatives market, will adopt the same methodologies. In addition, as part of the transition to a replacement benchmark, parties may seek to adjust the\nspreads relative to such benchmarks in underlying contractual arrangements. As a result, interest rates on our CLOs and other financial instruments tied to\nIBOR rates, including those where Blackstone or its funds are exposed as lender or borrower, as well as the revenue and expenses associated with those\nfinancial instruments, may be adversely affected. For example, if lenders demand increases to credit spreads in order to migrate to alternative rates due to\nstructural differences in the reference rates, this could increase our, our funds’ portfolio companies’ and/or our funds’ interest expense and cost of capital.\nFurther, any uncertainty regarding the continued use and reliability of any IBOR as a benchmark interest rate could adversely affect the value of our and\nour funds’ portfolio companies’ financial instruments tied to such rates. There is no guarantee that a transition from any IBOR to an alternative will not result\nin financial market disruptions or a significant increase in volatility in risk free benchmark rates or borrowing costs to borrowers. Although we have been\nproactively negotiating provisions in our funds’ portfolio companies’ and lending businesses’ recent debt agreements to provide additional flexibility to\naddress the transition away from IBOR, there is no assurance that we will be able to adequately minimize the risk of disruption from the discontinuation of\nIBOR or other changes to benchmark indices.\nIn addition, meaningful time and effort is required to transition to the use of new benchmark rates, including with respect to the negotiation and\nimplementation of any necessary changes to existing contractual arrangements and the implementation of changes to our systems and processes.\nNegotiating and implementing necessary amendments to our existing contractual arrangements may be particularly costly and time-consuming. We are\nactively managing transition efforts accordingly.\n \n59\nThe historical returns attributable to our funds should not be considered as indicative of the future results of our funds or of our future results or\nof any returns expected on an investment in common stock.\nThe historical and potential future returns of the investment funds that we manage are not directly linked to returns on our common stock. Therefore,\nany continued positive performance of the investment funds that we manage will not necessarily result in positive returns on an investment in our common\nstock. However, poor performance of the investment funds that we manage would cause a decline in our revenue from such investment funds, and would\ntherefore have a negative effect on our performance and in all likelihood the returns on an investment in our common stock. Moreover, with respect to the\nhistorical returns of our investment funds:\n \n \n•\n \nwe may create new funds in the future that reflect a different asset mix and different investment strategies (including funds whose management\nfees represent a more significant proportion of the fees than has historically been the case), as well as a varied geographic and industry\nexposure as compared to our present funds, and any such new funds could have different returns from our existing or previous funds,\n \n•\n \nthe rates of returns of our carry funds reflect unrealized gains as of the applicable measurement date that may never be realized, which may\nadversely affect the ultimate value realized from those funds’ investments,\n \n•\n \ncompetition for investment opportunities resulting from, among other things, the increased amount of capital invested in alternative investment\nfunds continues to increase,\n \n•\n \nour investment funds’ returns in some years benefited from investment opportunities and general market conditions that may not repeat\nthemselves, our current or future investment funds might not be able to avail themselves of comparable investment opportunities or market\nconditions, and the circumstances under which our current or future funds may make future investments may differ significantly from those\nconditions prevailing in the past,\n \n•\n \nnewly established funds may generate lower returns during the period in which they initially deploy their capital, and\n \n•\n \nthe rates of return reflect our historical cost structure, which may vary in the future due to various factors enumerated elsewhere in this report\nand other factors beyond our control, including changes in laws.\nThe future internal rate of return for any current or future fund may vary considerably from the historical internal rate of return generated by any\nparticular fund, or for our funds as a whole. In addition, future returns will be affected by the applicable risks described elsewhere in this Annual Report on\nForm 10-K, including risks of the industries and businesses in which a particular fund invests.\nDependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return on those\ninvestments.\nMany of our funds’ investments rely heavily on the use of leverage, and our ability to achieve attractive rates of return on investments will depend on our\nability to access sufficient sources of indebtedness at attractive rates. For example, in many private equity and real estate investments, indebtedness may\nconstitute as much as 70% or more of a portfolio company’s or real estate asset’s total debt and equity capitalization, including debt that may be incurred in\nconnection with the investment. The absence of available sources of sufficient senior debt financing for extended periods of time could therefore materially\nand adversely affect our private equity and real estate businesses. In addition, in March 2013, the Federal Reserve Board and other U.S. federal banking\nagencies issued updated leveraged lending guidance covering transactions characterized by a degree of financial leverage. Such guidance may limit the\namount or cost of financing we are able to obtain for our transactions, and as a result, the\n \n60\nreturns on our investments may suffer. However, the status of the 2013 leveraged lending guidance remains uncertain following a determination by the\nGovernment Accountability Office in October 2017 that resulted in such guidance being required to be submitted to U.S. Congress for review. The possibility\nexists that, under the current administration, the U.S. federal bank regulatory agencies could apply the leveraged lending guidance in its current form, or\nimplement a revised or new rule that limits leveraged lending. Such regulatory action could limit the amount of funding and increase the cost of financing\navailable for leveraged loan borrowers such as Blackstone Tactical Opportunities and our corporate private equity business overall. Furthermore, limits on\nthe deductibility of corporate interest expense could make it more costly to use debt financing for our acquisitions or otherwise have an adverse impact on\nthe cost structure of our transactions, and could therefore adversely affect the returns on our funds’ investments. See “— Changes in U.S. and foreign\ntaxation of businesses and other tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely affect us,\nincluding by adversely impacting our effective tax rate and tax liability.”\nIn addition, an increase in either the general levels of interest rates or in the risk spread demanded by sources of indebtedness would make it more\nexpensive to finance those businesses’ investments. See “— High interest rates and challenging debt market conditions could negatively impact the values\nof certain assets or investments and the ability of our funds and their portfolio companies to access the capital markets on attractive terms, which could\nadversely affect investment and realization opportunities, lead to lower-yielding investments and potentially decrease our net income.”\nInvestments in highly leveraged entities are inherently more sensitive to declines in revenues, increases in expenses and interest rates and adverse\neconomic, market and industry developments. The incurrence of a significant amount of indebtedness by an entity could, among other things:\n \n \n•\n \ngive 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\nchanging industry conditions to the extent additional cash is needed for the response, to make unplanned but necessary capital expenditures or\nto take advantage of growth opportunities,\n\n\n \n•\n \nlimit the entity’s ability to adjust to changing market conditions, thereby placing it at a competitive disadvantage compared to its competitors who\nhave relatively less debt,\n \n•\n \nallow even moderate reductions in operating cash flow to render it unable to service its indebtedness, leading to a bankruptcy or other\nreorganization of the entity and a loss of part or all of the equity investment in it,\n \n•\n \nlimit the entity’s ability to engage in strategic acquisitions that might be necessary to generate attractive returns or further growth, and\n \n•\n \nlimit the entity’s ability to obtain additional financing or increase the cost of obtaining such financing, including for capital expenditures, working\ncapital or general corporate purposes.\nAs a result, the risk of loss associated with a leveraged entity is generally greater than for companies with comparatively less debt. For example, many\ninvestments consummated by private equity sponsors during 2005, 2006 and 2007 that utilized significant amounts of leverage subsequently experienced\nsevere economic stress and, in certain cases, defaulted on their debt obligations due to a decrease in revenues and cash flow precipitated by the\nsubsequent economic downturn during 2008 and 2009.\nWhen our funds’ existing portfolio investments reach the point when debt incurred to finance those investments matures in significant amounts and\nmust be either repaid or refinanced, those investments may materially suffer if they have generated insufficient cash flow to repay maturing debt and there is\ninsufficient capacity and availability in the financing markets to permit them to refinance maturing debt on satisfactory terms, or at all. If a limited availability\nof financing for such purposes were to persist for an extended period of time, when\n \n61\nsignificant amounts of the debt incurred to finance our private equity and real estate funds’ existing portfolio investments came due, these funds could be\nmaterially and adversely affected.\nMany of the hedge funds in which our funds of hedge funds invest and our credit-focused funds, or CLOs, may choose to use leverage as part of their\nrespective investment programs and regularly borrow a substantial amount of their capital. The use of leverage poses a significant degree of risk and\nenhances the possibility of a significant loss in the value of the investment portfolio. A fund may borrow money from time to time to purchase or carry\nsecurities or may enter into derivative transactions (such as total return swaps) with counterparties that have embedded leverage. The interest expense and\nother costs incurred in connection with such borrowing may not be recovered by appreciation in the securities purchased or carried and will be lost — and\nthe timing and magnitude of such losses may be accelerated or exacerbated — in the event of a decline in the market value of such securities. Gains\nrealized with borrowed funds may cause the fund’s net asset value to increase at a faster rate than would be the case without borrowings. However, if\ninvestment results fail to cover the cost of borrowings, the fund’s net asset value could also decrease faster than if there had been no borrowings.\nAny of the foregoing circumstances could have a material adverse effect on our financial condition, results of operations and cash flow.\nThe due diligence process that we undertake in connection with investments by our investment funds may not reveal all facts and issues that\nmay be relevant in connection with an investment.\nWhen evaluating a potential business or asset for investment, we conduct due diligence that we deem reasonable and appropriate based on the facts\nand circumstances applicable to such investment. When conducting due diligence, we may be required to evaluate important and complex issues, including\nbut not limited to those related to business, financial, credit risk, tax, accounting, ESG, legal and regulatory and macroeconomic trends. With respect to\nESG, the nature and scope of our diligence will vary based on the investment, but may include a review of, among other things: energy management, air\nand water pollution, land contamination, diversity, human rights, employee health and safety, accounting standards and bribery and corruption. Selecting\nand evaluating ESG factors is subjective by nature, and there is no guarantee that the criteria utilized or judgment exercised by Blackstone or a third-party\nESG specialist (if any) will reflect the beliefs, values, internal policies or preferred practices of any particular investor or align with the beliefs, values or\npreferred practices of other asset managers or with market trends. The materiality of ESG risks and impacts on an individual potential investment or portfolio\nas a whole depend on many factors, including the relevant industry, country, asset class and investment style. Outside consultants, legal advisers,\naccountants and investment banks may be involved in the due diligence process in varying degrees depending on the type of investment. The due diligence\ninvestigation that we will carry out with respect to any investment opportunity may not reveal or highlight all relevant facts (including fraud) or risks that may\nbe necessary or helpful in evaluating such investment opportunity and we may not identify or foresee future developments that could have a material\nadverse effect on an investment, including, for example, potential factors, such as technological disruption of a specific company or asset, or an entire\nindustry.\nFurther, some matters covered by our diligence, such as ESG, are continuously evolving and we may not accurately or fully anticipate such evolution.\nFor instance, our ESG framework does not represent a universally recognized standard for assessing ESG considerations as there are different frameworks\nand methodologies being implemented by other asset managers, in addition to numerous international initiatives on the subject. For example, recent\namendments under AIFMD require us to identify, measure, manage and monitor sustainability risks relevant to the funds managed by our EU AIFMs and\ntake into account sustainability risks when performing investment due diligence. Such requirements may make our funds less attractive to investors, and any\nnon-compliance with such requirements may subject us to regulatory action. In addition, when conducting due diligence on investments, including with\nrespect to investments made by our funds of hedge funds in third party hedge funds, we rely on the resources available to us and information supplied by\nthird parties, including information provided by the target of the investment (or, in the case of investments in a third party hedge fund,\n \n62\ninformation provided by such hedge fund or its service providers). The information we receive from third parties may not be accurate or complete and\ntherefore we may not have all the relevant facts and information necessary to properly assess and monitor our funds’ investment.\nWe and our affiliates from time to time are required to report specified dealings or transactions involving Iran or other sanctioned individuals or\nentities.\nThe Iran Threat Reduction and Syria Human Rights Act of 2012 (“ITRA”) requires companies subject to SEC reporting obligations under Section 13 of\nthe Exchange Act to disclose in their periodic reports specified dealings or transactions involving Iran or other individuals and entities targeted by certain\nOFAC sanctions, including, by way of example, the Russian Federal Security Service, engaged in by the reporting company or any of its affiliates during the\nperiod covered by the relevant periodic report. In some cases, ITRA requires companies to disclose these types of transactions even if they were\npermissible under U.S. law. Companies that currently may be or may have been at the time considered our affiliates have from time to time publicly filed\nand/or provided to us the disclosures reproduced on Exhibit 99.1 of our Quarterly Reports as well as Exhibit 99.1 of this report, which disclosure is hereby\nincorporated by reference herein. We do not independently verify or participate in the preparation of these disclosures. We are required to separately file\nwith the SEC a notice when such activities have been disclosed in this report, and the SEC is required to post such notice of disclosure on its website and\nsend the report to the President and certain U.S. Congressional committees. The President thereafter is required to initiate an investigation and, within 180\ndays of initiating such an investigation, determine whether sanctions should be imposed. Disclosure of such activity, even if such activity is not subject to\nsanctions 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\na negative impact on our business, and any failure to disclose any such activities as required could additionally result in fines or penalties.\n\n\nOur asset management activities involve investments in relatively illiquid assets, and we may fail to realize any profits from these activities for a\nconsiderable period of time.\nMany of our investment funds invest in securities that are not publicly traded. In many cases, our investment funds may be prohibited by contract or by\napplicable securities laws from selling such securities for a period of time. Our investment funds will generally not be able to sell these securities publicly\nunless their sale is registered under applicable securities laws, or unless an exemption from such registration is available. The ability of many of our\ninvestment funds, particularly our private equity funds, to dispose of investments is heavily dependent on the public equity markets. For example, the ability\nto realize any value from an investment may depend upon the ability to complete an initial public offering of the portfolio company in which such investment\nis held. Even if the securities are publicly traded, large holdings of securities can often be disposed of only over a substantial length of time, exposing the\ninvestment returns to risks of downward movement in market prices during the intended disposition period. Moreover, because the investment strategy of\nmany of our funds, particularly our private equity and real estate funds, often entails our having representation on our funds’ public portfolio company\nboards, our funds may be restricted in their ability to effect such sales during certain time periods. Accordingly, under certain conditions, our investment\nfunds may be forced to either sell securities at lower prices than they had expected to realize or defer — potentially for a considerable period of time —\nsales that they had planned to make.\nWe make investments in companies that are based outside of the United States, which may expose us to additional risks not typically associated\nwith investing in companies that are based in the United States.\nMany of our investment funds generally invest a significant portion of their assets in the equity, debt, loans or other securities of issuers located outside\nthe United States. International investments have increased and we expect will continue to increase as a proportion of certain of our funds’ portfolios in the\nfuture. Investments in non-U.S. securities involve certain factors not typically associated with investing in U.S. securities, including risks relating to:\n \n63\n \n•\n \ncurrency exchange matters, including fluctuations in currency exchange rates and costs associated with conversion of investment principal and\nincome from one currency into another,\n \n•\n \nless developed or efficient financial markets than in the United States, which may lead to potential price volatility and relative illiquidity,\n \n•\n \nthe absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government\nsupervision and regulation,\n \n•\n \nchanges in laws or clarifications to existing laws that could impact our tax treaty positions, which could adversely impact the returns on our\ninvestments,\n \n•\n \na less developed legal or regulatory environment, differences in the legal and regulatory environment or enhanced legal and regulatory\ncompliance,\n \n•\n \nheightened exposure to corruption risk in non-U.S. markets,\n \n•\n \npolitical hostility to investments by foreign or private equity investors,\n \n•\n \nreliance on a more limited number of commodity inputs, service providers and/or distribution mechanisms,\n \n•\n \nhigher rates of inflation,\n \n•\n \nhigher transaction costs,\n \n•\n \ndifficulty in enforcing contractual obligations,\n \n•\n \nfewer investor protections and less publicly available information in respect of companies in non-U.S. markets,\n \n•\n \ncertain economic and political risks, including potential exchange control regulations and restrictions on our non-U.S. investments and\nrepatriation of profits on investments or of capital invested, the risks of war, political, economic or social instability, the possibility of expropriation\nor confiscatory taxation and adverse economic and political developments, and\n \n•\n \nthe possible imposition of non-U.S. taxes or withholding on income and gains recognized with respect to such securities.\nIn addition, investments in companies that are based outside of the United States may be negatively impacted by restrictions on international trade or\nthe recent or potential further imposition of tariffs. See “— Trade negotiations and related government actions may create regulatory uncertainty for our\nfunds’ portfolio companies and our investment strategies and adversely affect the profitability of our funds’ portfolio companies.”\nThere can be no assurance that adverse developments with respect to such risks will not adversely affect our assets that are held in certain countries or\nthe returns from these assets.\nWe may not have sufficient cash to pay back “clawback” obligations if and when they are triggered under the governing agreements with our\ninvestors.\nIn certain circumstances, at the end of the life of a carry fund (and earlier with respect to certain of our funds), we may be obligated to repay the amount\nby which Performance Allocations that were previously distributed to us exceed the amounts to which the relevant general partner is ultimately entitled on an\nafter-tax basis. This includes situations in which the general partner receives in excess of the relevant Performance Allocations applicable to the fund as\napplied to the fund’s cumulative net profits over the life of the fund or, in some cases, the fund has not achieved investment returns that exceed the\npreferred return threshold. This obligation is known as a “clawback” obligation and is an obligation of any person who received such Performance\nAllocations, including us and other participants in our Performance Allocations plans. Although a portion of any dividends by us to our stockholders may\ninclude any Performance Allocations received by us, we do not intend to seek fulfillment of any clawback\n \n64\nobligation by seeking to have our stockholders return any portion of such dividends attributable to Performance Allocations associated with any clawback\nobligation. To the extent we are required to fulfill a clawback obligation, however, our board of directors may determine to decrease the amount of our\ndividends to our stockholders. The clawback obligation operates with respect to a given carry fund’s own net investment performance only and performance\nof other funds are not netted for determining this contingent obligation.\nAdverse economic conditions may increase the likelihood that one or more of our carry funds may be subject to clawback obligations. To the extent one\nor more clawback obligations were to occur for any one or more carry funds, we might not have available cash at the time such clawback obligation is\ntriggered to repay the Performance Allocations and satisfy such obligation. If we were unable to repay such Performance Allocations, we would be in breach\nof the governing agreements with our investors and could be subject to liability. Moreover, although a clawback obligation is several, the governing\nagreements of most of our funds provide that to the extent another recipient of Performance Allocations (such as a current or former employee) does not\nfund his or her respective share, then we and our employees who participate in such Performance Allocations plans may have to fund additional amounts\n(generally an additional 50-70% beyond our pro-rata share of such obligations) beyond what we actually received in Performance Allocations, although we\nretain the right to pursue any remedies that we have under such governing agreements against those Performance Allocations recipients who fail to fund\ntheir obligations.\nInvestors in a number of our vehicles, including our hedge funds and certain of our open-ended funds and perpetual capital vehicles, may\nwithdraw their investments in these vehicles. In addition, the investment management agreements related to our separately managed accounts\n\n\nmay permit the investor to withdraw capital or terminate our management of such account. Lastly, investors in certain of our other investment\nfunds have the right to cause these investment funds to be dissolved. Any of these events would lead to a decrease in our revenues, which\ncould be substantial.\nWe have a number of vehicles that permit investors in such vehicles to withdraw their investments and/or terminate our management of such capital, as\napplicable and in certain cases, subject to certain limitations. Investors in our hedge funds may generally redeem their investments on a periodic basis\nfollowing, in certain cases, the expiration of a specified period of time when capital may not be withdrawn, subject to the applicable fund’s specific\nredemption provisions. In addition, in certain other open-ended and/or perpetual capital vehicles, including core+ real estate, certain real estate debt funds,\nBREIT and BCRED, investors may request redemptions or repurchases of their interests on a periodic basis, subject to certain limitations. In a declining\nmarket, our liquid or semi-liquid vehicles have and may continue to experience declines in value, and the pace of redemptions and consequent reduction in\nour assets under management could accelerate. Such declines in value may be both provoked and exacerbated by margin calls and forced selling of\nassets. Additional factors that could result in investors leaving our funds include changes in interest rates that make other investments more attractive,\nchanges in or rebalancing due to investors’ asset allocation policy, changes in investor perception regarding our focus or alignment of interest, unhappiness\nwith a fund’s performance or investment strategy, changes in our reputation, departures or changes in responsibilities of key investment professionals, and\nperformance and liquidity needs of fund investors. The decrease in revenues that would result from significant redemptions from our funds or other similar\ninvestment vehicles could have a material adverse effect on our business, revenues, net income and cash flows.\nTo the extent appropriate and permissible under a vehicle’s constituent documents, we have previously and may in the future limit redemptions or\nrepurchases in such vehicle for a period of time. This may subject us to reputational harm, make such vehicles less attractive to investors in the future and\nnegatively impact future subscriptions to such vehicles. This could have a material adverse effect on the cash flows of such vehicles, which may in turn\nnegatively impact the revenues we derive from such vehicles. The decrease in revenues that would result from significant redemptions in our hedge funds\nor other open-ended or perpetual capital vehicles could have a material adverse effect on our business, revenues, net income and cash flows.\n \n65\nIn addition, we currently manage a significant portion of investor assets through separately managed accounts whereby we earn management and/or\nincentive fees, and we intend to continue to seek additional separately managed account mandates. The investment management agreements we enter into\nin connection with managing separately managed accounts on behalf of certain clients may be terminated by such clients on as little as 30 days’ prior\nwritten notice. In addition, the boards of directors of the investment management companies we manage could terminate our advisory engagement of those\ncompanies, on as little as 30 days’ prior written notice. In the case of any such terminations, the management and incentive fees we earn in connection with\nmanaging such account or company would immediately cease, which could result in a significant adverse impact on our revenues.\nThe governing agreements of most of our investment funds (with the exception of certain of our funds of hedge funds, hedge funds, certain credit-\nfocused and real estate debt funds, and other funds or separately managed accounts for the benefit of one or more specified investors) provide that, subject\nto certain conditions, third party investors in those funds have the right to remove the general partner of the fund or to accelerate the termination date of the\ninvestment fund without cause by a majority or supermajority vote, resulting in a reduction in management fees we would earn from such investment funds\nand a significant reduction in the amounts of Performance Revenues from those funds. Performance Revenues could be significantly reduced as a result of\nour inability to maximize the value of investments by an investment fund during the liquidation process or in the event of the triggering of a “clawback”\nobligation or a recoupment of loss carry forward amounts. In addition, the governing agreements of our investment funds provide that in the event certain\n“key persons” in our investment funds do not meet specified time commitments with regard to managing the fund, then investors in certain funds have the\nright to vote to terminate the investment period by a specified percentage (including, in certain cases, a simple majority) vote in accordance with specified\nprocedures, accelerate the withdrawal of their capital on an investor-by-investor basis, or the fund’s investment period will automatically terminate and a\nspecified percentage (including, in certain cases, a simple majority) vote of investors is required to restart it. In addition, the governing agreements of some\nof our investment funds provide that investors have the right to terminate, for any reason, the investment period by a vote of 75% of the investors in such\nfund. 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\nour investment funds would likely result in significant reputational damage to us.\nIn addition, because all of our investment funds have advisers that are registered under the Advisers Act, an “assignment” of the management\nagreements of all of our investment funds (which may be deemed to occur in the event these advisers were to experience a change of control) would\ngenerally be prohibited without investor consent. We cannot be certain that consents required for assignments of our investment management agreements\nwill be obtained if a change of control occurs, which could result in the termination of such agreements. In addition, with respect to our 1940 Act registered\nfunds, each investment fund’s investment management agreement must be approved annually by the independent members of such investment fund’s\nboard of directors and, in certain cases, by its stockholders, as required by law. Termination of these agreements would cause us to lose the fees we earn\nfrom such investment funds.\nThird party investors in our investment funds with commitment-based structures may not satisfy their contractual obligation to fund capital calls\nwhen requested by us, which could adversely affect a fund’s operations and performance.\nInvestors in all of our carry funds (and certain of our hedge funds) make capital commitments to those funds that we are entitled to call from those\ninvestors at any time during prescribed periods. We depend on investors fulfilling their commitments when we call capital from them in order for those funds\nto consummate investments and otherwise pay their obligations (for example, management fees) when due. A default by an investor may also limit a fund’s\navailability to incur borrowings and avail itself of what would otherwise have been available credit. We have not had investors fail to honor capital calls to\nany meaningful extent. Any investor that did not fund a capital call would generally be subject to several possible penalties, including having a significant\namount of its existing investment forfeited in that fund. However, the impact of the forfeiture penalty is directly correlated to\n \n66\nthe amount of capital previously invested by the investor in the fund and if an investor has invested little or no capital, for instance early in the life of the\nfund, then the forfeiture penalty may not be as meaningful. Third party investors in private equity, real estate and venture capital funds typically use\ndistributions from prior investments to meet future capital calls. In cases where valuations of investors’ existing investments fall and the pace of distributions\nslows, investors may be unable to make new commitments to third party managed investment funds such as those advised by us. If investors were to fail to\nsatisfy a significant amount of capital calls for any particular fund or funds, the operation and performance of those funds could be materially and adversely\naffected.\nRisk management activities may adversely affect the return on our funds’ investments.\nWhen managing our exposure to market risks, we may (on our own behalf or on behalf of our funds) from time to time use forward contracts, options,\nswaps, caps, collars and floors or pursue other strategies or use other forms of derivative instruments to limit our exposure to changes in the relative values\nof investments that may result from market developments, including changes in prevailing interest rates, currency exchange rates and commodity prices.\nThe success of any hedging or other derivatives transactions generally will depend on our ability to correctly predict market changes, the degree of\ncorrelation between price movements of a derivative instrument, the position being hedged, the creditworthiness of the counterparty and other factors. As a\nresult, while we may enter into a transaction in order to reduce our exposure to market risks, the transaction may result in poorer overall investment\n\n\nperformance than if it had not been executed. Such transactions may also limit the opportunity for gain if the value of a hedged position increases.\nWhile such hedging arrangements may reduce certain risks, such arrangements themselves may entail certain other risks. These arrangements may\nrequire 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\nrequires the sale of assets at prices that do not reflect their underlying value. Moreover, these hedging arrangements may generate significant transaction\ncosts, including potential tax costs, that reduce the returns generated by a fund.\nFinally, the CFTC may in the future require certain foreign exchange products to be subject to mandatory clearing, which could increase the cost of\nentering into currency hedges.\nOur real estate funds are subject to the risks inherent in the ownership and operation of real estate and the construction and development of\nreal estate.\nInvestments by our real estate funds will be subject to the risks inherent in the ownership and operation of real estate and real estate-related\nbusinesses and assets. Such investments are subject to the potential for deterioration of real estate fundamentals and the risk of adverse changes in local\nmarket and economic conditions, which may include changes in supply of and demand for competing properties in an area, changes in interest rates and\nrelated increases in borrowing costs, fluctuations in the average occupancy and room rates for hotel properties, changes in demand for commercial office\nproperties (including as a result of an increased prevalence of remote work), changes in the financial resources of tenants, defaults by borrowers or tenants,\ndepressed travel activity, and the lack of availability of mortgage funds, which may render the sale or refinancing of properties difficult or impracticable. In\naddition, investments in real estate and real estate-related businesses and assets may be subject to the risk of environmental liabilities, contingent liabilities\nupon disposition of assets, casualty or condemnations losses, energy and supply shortages, natural disasters, climate change related risks (including\nclimate- related transition risks and acute and chronic physical risks), acts of god, terrorist attacks, war and other events that are beyond our control, and\nvarious uninsured or uninsurable risks. Further, investments in real estate and real estate-related businesses and assets are subject to changes in law and\nregulation, including in respect of building, environmental and zoning laws, rent control and other regulations impacting our residential real estate\ninvestments and changes to tax laws and regulations, including real property and income tax rates and the taxation of business entities and the deductibility\nof corporate interest expense. For example, we have seen an increasing focus toward rent regulation as a means to address residential affordability caused\nby undersupply of housing in\n \n67\ncertain markets in the U.S. and Europe, which may contribute to adverse operating performance in certain parts of our residential real estate portfolio,\nincluding by moderating rent growth in certain geographies and markets. In addition, if our real estate funds acquire direct or indirect interests in\nundeveloped land or underdeveloped real property, which may often be non-income producing, they will be subject to the risks normally associated with\nsuch assets and development activities, including risks relating to the availability and timely receipt of zoning and other regulatory or environmental\napprovals, the cost and timely completion of construction (including risks beyond the control of our fund, such as weather or labor conditions or material\nshortages) and the availability of both construction and permanent financing on favorable terms.\nCertain of our investment funds may invest in securities of companies that are experiencing significant financial or business difficulties,\nincluding companies involved in bankruptcy or other reorganization and liquidation proceedings. Such investments are subject to a greater risk\nof poor performance or loss.\nCertain of our investment funds, especially our credit-focused funds, may invest in business enterprises involved in work-outs, liquidations, spin-offs,\nreorganizations, bankruptcies and similar transactions and may purchase high-risk receivables. An investment in such business enterprises entails the risk\nthat the transaction in which such business enterprise is involved either will be unsuccessful, will take considerable time or will result in a distribution of cash\nor a new security the value of which will be less than the purchase price to the fund of the security or other financial instrument in respect of which such\ndistribution is received. In addition, if an anticipated transaction does not in fact occur, the fund may be required to sell its investment at a loss. Investments\nin troubled companies may also be adversely affected by U.S. federal and state laws relating to, among other things, fraudulent conveyances, voidable\npreferences, lender liability and a bankruptcy court’s discretionary power to disallow, subordinate or disenfranchise particular claims. Investments in\nsecurities and private claims of troubled companies made in connection with an attempt to influence a restructuring proposal or plan of reorganization in a\nbankruptcy case may also involve substantial litigation. Because there is substantial uncertainty concerning the outcome of transactions involving financially\ntroubled companies, there is a potential risk of loss by a fund of its entire investment in such company. Moreover, a major economic recession could have a\nmaterially adverse impact on the value of such securities. Adverse publicity and investor perceptions, whether or not based on fundamental analysis, may\nalso decrease the value and liquidity of securities rated below investment grade or otherwise adversely affect our reputation.\nIn addition, at least one federal Circuit Court has determined that an investment fund could be liable for ERISA Title IV pension obligations (including\nwithdrawal liability incurred with respect to union multiemployer plans) of its portfolio companies, if such fund is a “trade or business” and the fund’s\nownership interest in the portfolio company is significant enough to bring the investment fund within the portfolio company’s “controlled group.” While a\nnumber of cases have held that managing investments is not a “trade or business” for tax purposes, the Circuit Court in this case concluded the investment\nfund could be a “trade or business” for ERISA purposes based on certain factors, including the fund’s level of involvement in the management of its portfolio\ncompanies and the nature of its management fee arrangements. Litigation related to the Circuit Court’s decision suggests that additional factors may be\nrelevant for purposes of determining whether an investment fund could face “controlled group” liability under ERISA, including the structure of the\ninvestment and the nature of the fund’s relationship with other affiliated investors and co-investors in the portfolio company. Moreover, regardless of\nwhether an investment fund is determined to be a “trade or business” for purposes of ERISA, a court might hold that one of the fund’s portfolio companies\ncould become jointly and severally liable for another portfolio company’s unfunded pension liabilities pursuant to the ERISA “controlled group” rules,\ndepending upon the relevant investment structures and ownership interests as noted above.\n \n68\nInvestments in energy, manufacturing, infrastructure, real estate and certain other assets may expose us to increased environmental liabilities\nthat are inherent in the ownership of real assets.\nOwnership of real assets in our funds or vehicles may increase our risk of direct and/or indirect liability under environmental laws that impose,\nregardless of fault, joint and several liability for the cost of remediating contamination and compensation for damages. In addition, changes in environmental\nlaws or regulations (including climate change initiatives) or the environmental condition of an investment may create liabilities that did not exist at the time of\nacquisition. Even in cases where we are indemnified by a seller against liabilities arising out of violations of environmental laws and regulations, there can\nbe no assurance as to the financial viability of the seller to satisfy such indemnities or our ability to achieve enforcement of such indemnities. See “—\nClimate change, climate change- related regulation and sustainability concerns could adversely affect our businesses and the operations of our funds’\nportfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.”\nInvestments by our funds in the power and energy industries involve various operational, construction, regulatory and market risks.\nThe development, operation and maintenance of power and energy generation facilities involves many risks, including, as applicable, labor issues,\nstart-up risks, breakdown or failure of facilities, lack of sufficient capital to maintain the facilities and the dependence on a specific fuel source. Power and\n\n\nenergy 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\nor adverse weather conditions or other natural events, such as droughts, as well as the risk of performance below expected levels of output, efficiency or\nreliability. The occurrence of any such items could result in lost revenues and/or increased expenses. In turn, such developments could impair a portfolio\ncompany’s ability to repay its debt or conduct its operations. We may also choose or be required to decommission a power generation facility or other asset.\nThe decommissioning process could be protracted and result in the incurrence of significant financial and/or regulatory obligations or other uncertainties.\nOur power and energy sector portfolio companies may also face construction risks typical for power generation and related infrastructure businesses.\nSuch developments could result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of construction\nactivities once undertaken. Delays in the completion of any power project may result in lost revenues or increased expenses, including higher operation and\nmaintenance costs related to such portfolio company.\nThe power and energy sectors are the subject of substantial and complex laws, rules and regulation by various federal and state regulatory agencies.\nFailure to comply with applicable laws, rules and regulations could result in the prevention of operation of certain facilities or the prevention of the sale of\nsuch a facility to a third party, as well as the loss of certain rate authority, refund liability, penalties and other remedies, all of which could result in additional\ncosts to a portfolio company and adversely affect the investment results. In addition, the increased scrutiny placed by regulators, elected officials and certain\ninvestors with respect to the incorporation of ESG factors in the investment process and the impact of certain investments made by our energy funds has\nnegatively impacted and is likely to continue to negatively impact our ability to exit certain of our traditional energy investments on favorable terms. The\ncurrent administration has focused on climate change policies and has re-joined the Paris Agreement, which includes commitments from countries to reduce\ntheir greenhouse gas emissions, among other commitments. Executive orders signed by the President placed a temporary moratorium on new oil and gas\nleasing on public lands and offshore waters. Legislative efforts by the administration or the U.S. Congress to place additional limitations on coal and gas\nelectric generation, mining and/or exploration could adversely affect our traditional energy investments. Conversely, certain investors have raised concerns\nas to whether the incorporation of ESG factors in the investment and portfolio management process may be inconsistent with the fiduciary duty to maximize\nreturns for investors, which may result in such investors calling into question certain non-traditional energy investments made by our energy funds.\n \n69\nIn addition, the performance of the investments made by our credit and equity funds in the energy and natural resources markets are also subject to a\nhigh degree of market risk, as such investments are likely to be directly or indirectly substantially dependent upon prevailing prices of oil, natural gas and\nother commodities. Oil and natural gas prices are subject to wide fluctuation in response to factors beyond the control of us or our funds’ portfolio\ncompanies, including relatively minor changes in the supply and demand for oil and natural gas, market uncertainty, the level of consumer product demand,\nweather conditions, climate change initiatives, governmental regulation (including with respect to trade and economic sanctions), the price and availability of\nalternative fuels, political and economic conditions in oil producing countries, foreign supply of such commodities and overall domestic and foreign economic\nconditions. These factors make it difficult to predict future commodity price movements with any certainty.\nOur investments in infrastructure assets may expose us to increased risks that are inherent in the ownership of real assets.\nInvestments in infrastructure assets may expose us to increased risks that are inherent in the ownership of real assets. For example,\n \n \n•\n \nOwnership of infrastructure assets may present risk of liability for personal and property injury or impose significant operating challenges and\ncosts with respect to, for example, compliance with zoning, environmental or other applicable laws.\n \n•\n \nInfrastructure asset investments may face construction risks including, without limitation: (a) labor disputes, shortages of material and skilled\nlabor, or work stoppages, (b) slower than projected construction progress and the unavailability or late delivery of necessary equipment, (c) less\nthan optimal coordination with public utilities in the relocation of their facilities, (d) adverse weather conditions and unexpected construction\nconditions, (e) accidents or the breakdown or failure of construction equipment or processes, and (f) catastrophic events such as explosions,\nfires, terrorist activities and other similar events. These risks could result in substantial unanticipated delays or expenses (which may exceed\nexpected or forecasted budgets) and, under certain circumstances, could prevent completion of construction activities once undertaken. Certain\ninfrastructure asset investments may remain in construction phases for a prolonged period and, accordingly, may not be cash generative for a\nprolonged period. Recourse against the contractor may be subject to liability caps or may be subject to default or insolvency on the part of the\ncontractor.\n \n•\n \nThe operation of infrastructure assets is exposed to potential unplanned interruptions caused by significant catastrophic or force majeure events.\nThese risks could, among other effects, adversely impact the cash flows available from investments in infrastructure assets, cause personal\ninjury or loss of life, damage property, or instigate disruptions of service. In addition, the cost of repairing or replacing damaged assets could be\nconsiderable. Repeated or prolonged service interruptions may result in permanent loss of customers, litigation, or penalties for regulatory or\ncontractual non-compliance. Force majeure events that are incapable of, or too costly to, cure may also have a permanent adverse effect on an\ninvestment.\n \n•\n \nThe management of the business or operations of an infrastructure asset may be contracted to a third party management company unaffiliated\nwith us. Although it would be possible to replace any such operator, the failure of such an operator to adequately perform its duties or to act in\nways that are in our best interest, or the breach by an operator of applicable agreements or laws, rules and regulations, could have an adverse\neffect on the investment’s financial condition or results of operations. Infrastructure investments may involve the subcontracting of design and\nconstruction activities in respect of projects, and as a result our investments are subject to the risks that contractual provisions passing liabilities\nto a subcontractor could be ineffective, the subcontractor fails to perform services which it has agreed to perform and the subcontractor\nbecomes insolvent.\n \n70\nInfrastructure investments often involve an ongoing commitment to a municipal, state, federal or foreign government or regulatory agencies. The nature\nof these obligations exposes us to a higher level of regulatory control than typically imposed on other businesses and may require us to rely on complex\ngovernment licenses, concessions, leases or contracts, which may be difficult to obtain or maintain. Infrastructure investments may require operators to\nmanage such investments and such operators’ failure to comply with laws, including prohibitions against bribing of government officials, may adversely\naffect the value of such investments and cause us serious reputational and legal harm. Revenues for such investments may rely on contractual agreements\nfor the provision of services with a limited number of counterparties, and are consequently subject to counterparty default risk. The operations and cash flow\nof infrastructure investments are also more sensitive to inflation and, in certain cases, commodity price risk. Furthermore, services provided by infrastructure\ninvestments may be subject to rate regulations by government entities that determine or limit prices that may be charged. Similarly, users of applicable\nservices or government entities in response to such users may react negatively to any adjustments in rates and thus reduce the profitability of such\ninfrastructure investments.\nOur investments in the life sciences industry may expose us to increased risks.\nInvestments by BXLS may expose us to increased risks. For example,\n \n\n\n \n•\n \nBXLS’s strategies include, among others, investments that are referred to as “corporate partnership” transactions. Corporate partnership\ntransactions are risk-sharing collaborations with biopharmaceutical and medical device partners on drug and medical device development\nprograms and investments in royalty streams of pre-commercial biopharmaceutical products. BXLS’s ability to source corporate partnership\ntransactions has been, and will continue to be, in part dependent on the ability of special purpose development companies to identify, diligence,\nnegotiate and in many cases, take the lead in executing the agreed development plans with respect to, a corporate partnership transaction.\nMoreover, as such special purpose development companies are jointly owned by us or our affiliates and unaffiliated life sciences investors, we\n(and our funds) are not the sole beneficiaries of such sourcing strategies and capabilities of such special purpose development companies. In\naddition, payments to BXLS under such corporate partnerships (which can include future royalty or other milestone-based payments) are often\ncontingent upon the achievement of certain milestones, including approvals of the applicable product candidate and/or product sales thresholds,\nover which BXLS may not have the ability to exercise meaningful control.\n \n•\n \nLife sciences and healthcare companies are subject to extensive regulation by the U.S. Food and Drug Administration, similar foreign regulatory\nauthorities and, to a lesser extent, other federal and state agencies. These companies are subject to the expense, delay and uncertainty of the\nproduct approval process, and there can be no guarantee that a particular product candidate will obtain regulatory approval. In addition, the\ncurrent regulatory framework may change or additional regulations may arise at any stage during the product development phase of an\ninvestment, which may delay or prevent regulatory approval or impact applicable exclusivity periods. If a company in which our funds are\ninvested is unable to obtain regulatory approval for a product candidate, or a product candidate in which our funds are invested does not obtain\nregulatory approval, in a timely fashion or at all, the value of our investment would be adversely impacted. In addition, in connection with certain\ncorporate partnership transactions, our special purpose development companies will be contractually obligated to run clinical trials. Further, a\nclinical trial (including enrollment therein) or regulatory approval process for pharmaceuticals has and may in the future be delayed, otherwise\nhindered or abandoned as a result of epidemics (including COVID-19), which could have a negative impact on the ability of the investment to\nengage in trials or receive approvals, and thereby could adversely affect the performance of the investment. In the event such clinical trials do\nnot comply with the complicated regulatory requirements applicable thereto, such special purpose development companies may be subject to\nregulatory actions.\n \n71\n \n•\n \nIntellectual property often constitutes an important part of a life sciences company’s assets and competitive strengths, particularly for royalty\nmonetization transactions. To the extent such companies’ intellectual property positions with respect to products in which BXLS invests,\nwhether through a royalty monetization or otherwise, are challenged, invalidated or circumvented, the value of BXLS’s investment may be\nimpaired. The success of a life sciences investment depends in part on the ability of the biopharmaceutical or medical device companies in\nwhose products BXLS invests to obtain and defend patent rights and other intellectual property rights that are important to the commercialization\nof such products. The patent positions of such companies can be highly uncertain and often involve complex legal, scientific and factual\nquestions.\n \n•\n \nThe commercial success of products could be compromised if governmental or third party payers do not provide coverage and reimbursement,\nbreach, rescind or modify their contracts or reimbursement policies or delay payments for such products. In both the U.S. and foreign markets,\nthe successful sale of a life sciences company’s product depends on the ability to obtain and maintain adequate coverage and reimbursement\nfrom third party payers, including government healthcare programs and private insurance plans. Governments and third party payers continue to\npursue aggressive initiatives to contain costs and manage drug utilization and are increasingly focused on the effectiveness, benefits and costs\nof similar treatments, which could result in lower reimbursement rates and narrower populations for whom the products in which BXLS invests\nwill be reimbursed by payers. For example, in the U.S., Federal legislation has passed that modifies coverage, reimbursement and pricing\npolicies for certain products. Although certain components of such legislation have yet to be implemented or defined by regulatory agencies,\nsuch legislation may result in the unavailability of adequate third party payer reimbursement to enable BXLS to realize an appropriate return on\nits investment.\nOur funds may be forced to dispose of investments at a disadvantageous time.\nOur funds may make investments of which they do not advantageously dispose of prior to the date the applicable fund is dissolved, either by expiration\nof such fund’s term or otherwise. Although we generally expect that our funds will dispose of investments prior to dissolution or that investments will be\nsuitable for in-kind distribution at dissolution, we may not be able to do so. The general partners of our funds have only a limited ability to extend the term of\nthe fund with the consent of fund investors or the advisory board of the fund, as applicable, and therefore, we may be required to sell, distribute or otherwise\ndispose of investments at a disadvantageous time prior to dissolution. This would result in a lower than expected return on the investments and, perhaps,\non the fund itself.\nHedge fund investments are subject to numerous additional risks.\nInvestments by our funds of hedge funds in other hedge funds, as well as investments by our credit-focused, real estate debt and other hedge funds\nand similar products, are subject to numerous additional risks, including the following:\n \n \n•\n \nCertain of the funds in which we invest are newly established funds without any operating history or are managed by management companies or\ngeneral partners who may not have as significant track records as a more established manager.\n \n•\n \nGenerally, the execution of third-party hedge funds’ investment strategies is subject to the sole discretion of the management company or the\ngeneral partner of such funds. As a result, we do not have the ability to control the investment activities of such funds, including with respect to\nthe selection of investment opportunities, any deviation from stated or expected investment strategy, the liquidation of positions and the use of\nleverage to finance the purchase of investments, each of which may impact our ability to generate a successful return on our investment in such\nunderlying fund.\n \n72\n \n•\n \nHedge funds may engage in speculative trading strategies, including short selling, which is subject to the theoretically unlimited risk of loss\nbecause there is no limit on how much the price of a security may appreciate before the short position is closed out. A fund may be subject to\nlosses if a security lender demands return of the lent securities and an alternative lending source cannot be found or if the fund is otherwise\nunable to borrow securities that are necessary to hedge or cover its positions.\n \n•\n \nHedge funds are exposed to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a\ndispute over the terms of the contract (whether or not bona fide) or because of a credit or liquidity problem or otherwise, thus causing the fund to\nsuffer a loss. Counterparty risk is accentuated for contracts with longer maturities where events may intervene to prevent settlement, or where\nthe fund has concentrated its transactions with a single or small group of counterparties. Generally, hedge funds are not restricted from dealing\nwith any particular counterparty or from concentrating any or all of their transactions with one counterparty. Moreover, the funds’ internal\nconsideration of the creditworthiness of their counterparties may prove insufficient. The absence of a regulated market to facilitate settlement\nmay increase the potential for losses.\n \n•\n \nCredit risk may arise through a default by one of several large institutions that are dependent on one another to meet their liquidity or operational\nneeds, so that a default by one institution causes a series of defaults by the other institutions. This “systemic risk” may adversely affect the\nfinancial intermediaries (such as clearing agencies, clearing houses, banks, securities firms and exchanges) with which the hedge funds interact\non a daily basis.\n\n\n \n•\n \nThe efficacy of investment and trading strategies depends largely on the ability to establish and maintain an overall market position in a\ncombination of financial instruments. A hedge fund’s trading orders may not be executed in a timely and efficient manner due to various\ncircumstances, including systems failures or human error. In such event, the funds might only be able to acquire some but not all of the\ncomponents of the position, or if the overall position were to need adjustment, the funds might not be able to make such adjustment. As a result,\nthe funds would not be able to achieve the market position selected by the management company or general partner of such funds, and might\nincur a loss in liquidating their position.\n \n•\n \nHedge funds are subject to risks due to potential illiquidity of assets. Hedge funds may make investments or hold trading positions in markets\nthat are volatile and which may become illiquid. Timely divestiture or sale of trading positions can be impaired by decreased trading volume,\nincreased price volatility, concentrated trading positions, limitations on the ability to transfer positions in highly specialized or structured\ntransactions to which they may be a party, and changes in industry and government regulations. It may be impossible or costly for hedge funds\nto liquidate positions rapidly in order to meet margin calls, withdrawal requests or otherwise, particularly if there are other market participants\nseeking to dispose of similar assets at the same time or the relevant market is otherwise moving against a position or in the event of trading halts\nor daily price movement limits on the market or otherwise. Any “gate” or similar limitation on withdrawals with respect to hedge funds may not be\neffective in mitigating such risk. Moreover, these risks may be exacerbated for our funds of hedge funds. For example, if one of our funds of\nhedge funds were to invest a significant portion of its assets in two or more hedge funds that each had illiquid positions in the same issuer, the\nilliquidity risk for our funds of hedge funds would be compounded. For example, in 2008 many hedge funds, including some of our hedge funds,\nexperienced significant declines in value. In many cases, these declines in value were both provoked and exacerbated by margin calls and\nforced selling of assets. Moreover, certain of our funds of hedge funds were invested in third party hedge funds that halted redemptions in the\nface of illiquidity and other issues, which precluded those funds of hedge funds from receiving their capital back on request.\n \n•\n \nHedge fund investments are subject to risks relating to investments in commodities, futures, options and other derivatives, the prices of which\nare highly volatile and may be subject to the theoretically unlimited risk of loss in certain circumstances, including if the fund writes a call option.\nPrice movements of\n \n73\n \ncommodities, futures and options contracts and payments pursuant to swap agreements are influenced by, among other things, interest rates,\nchanging supply and demand relationships, trade, fiscal, monetary and exchange control programs and policies of governments and national and\ninternational political and economic events and policies. The value of futures, options and swap agreements also depends upon the price of the\ncommodities underlying them and prevailing exchange rates. In addition, hedge funds’ assets are subject to the risk of the failure of any of the\nexchanges on which their positions trade or of their clearinghouses or counterparties. Most U.S. commodities exchanges limit fluctuations in\ncertain commodity interest prices during a single day by imposing “daily price fluctuation limits” or “daily limits,” the existence of which may\nreduce liquidity or effectively curtail trading in particular markets.\nAs a result of their affiliation with us, our hedge funds may from time to time be restricted from trading in certain securities (e.g., publicly traded\nsecurities issued by our current or potential portfolio companies). This may limit their ability to acquire and/or subsequently dispose of investments in\nconnection with transactions that would otherwise generally be permitted in the absence of such affiliation.\nWe are subject to risks in using prime brokers, custodians, counterparties, administrators and other agents.\nMany of our funds depend on the services of prime brokers, custodians, counterparties, administrators and other agents to carry out certain securities\nand derivatives transactions. The terms of these contracts are often customized and complex, and many of these arrangements occur in markets or relate to\nproducts that are not subject to regulatory oversight, although the Dodd-Frank Act and the European Market Infrastructure Regulation provide for regulation\nof the derivatives market. In particular, some of our funds utilize prime brokerage arrangements with a relatively limited number of counterparties, which has\nthe effect of concentrating the transaction volume (and related counterparty default risk) of these funds with these counterparties.\nOur funds are subject to the risk that the counterparty to one or more of these contracts defaults, either voluntarily or involuntarily, on its performance\nunder the contract. Any such default may occur suddenly and without notice to us. Moreover, if a counterparty defaults, we may be unable to take action to\ncover our exposure, either because we lack contractual recourse or because market conditions make it difficult to take effective action. This inability could\noccur in times of market stress, which is when defaults are most likely to occur.\nIn addition, our risk management process may not accurately anticipate the impact of market stress or counterparty financial condition, and as a result,\nwe may not have taken sufficient action to reduce our risks effectively. Default risk may arise from events or circumstances that are difficult to detect,\nforesee or evaluate. In addition, concerns about, or a default by, one large participant could lead to significant liquidity problems for other participants, which\nmay in turn expose us to significant losses.\nAlthough we have risk management processes to ensure that we are not exposed to a single counterparty for significant periods of time, given the large\nnumber and size of our funds, we often have large positions with a single counterparty. For example, most of our funds have credit lines. If the lender under\none or more of those credit lines were to become insolvent, we may have difficulty replacing the credit line and one or more of our funds may face liquidity\nproblems.\nIn the event of a counterparty default, particularly a default by a major investment bank or a default by a counterparty to a significant number of our\ncontracts, one or more of our funds may have outstanding trades that they cannot settle or are delayed in settling. As a result, these funds could incur\nmaterial losses and the resulting market impact of a major counterparty default could harm our businesses, results of operation and financial condition. In\naddition, under certain local clearing and settlement regimes in Europe, we or our funds could be subject to settlement discipline fines. See “— Complex\nregulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.”\n \n74\nIn the event of the insolvency of a prime broker, custodian, counterparty or any other party that is holding assets of our funds as collateral, our funds\nmight not be able to recover equivalent assets in full as they will rank among the prime broker’s, custodian’s or counterparty’s unsecured creditors in relation\nto the assets held as collateral. In addition, our funds’ cash held with a prime broker, custodian or counterparty generally will not be segregated from the\nprime broker’s, custodian’s or counterparty’s own cash, and our funds may therefore rank as unsecured creditors in relation thereto. If our derivatives\ntransactions are cleared through a derivatives clearing organization, the CFTC has issued final rules regulating the segregation and protection of collateral\nposted by customers of cleared and uncleared swaps. The CFTC is also working to provide new guidance regarding prime broker arrangements and\nintermediation generally with regard to trading on swap execution facilities.\nThe counterparty risks that we face have increased in complexity and magnitude as a result of disruption in the financial markets in recent years. For\nexample, in certain areas the number of counterparties we face has increased and may continue to increase, which may result in increased complexity and\nmonitoring costs. Conversely, in certain other areas, the consolidation and elimination of counterparties has increased our concentration of counterparty risk\nand decreased the universe of potential counterparties, and our funds are generally not restricted from dealing with any particular counterparty or from\nconcentrating any or all of their transactions with one counterparty. In addition, counterparties have in the past and may in the future react to market\nvolatility by tightening underwriting standards and increasing margin requirements for all categories of financing, which may decrease the overall amount of\nleverage available and increase the costs of borrowing.\n\n\nUnderwriting activities by our capital markets services business expose us to risks.\nBlackstone Securities Partners L.P. may act as an underwriter, syndicator or placement agent in securities offerings and, through affiliated entities, loan\nsyndications. We may incur losses and be subject to reputational harm to the extent that, for any reason, we are unable to sell securities or indebtedness we\npurchased or placed as an underwriter, syndicator or placement agent at the anticipated price levels or at all. As an underwriter, syndicator or placement\nagent, we also may be subject to liability for material misstatements or omissions in prospectuses and other offering documents relating to offerings we\nunderwrite, syndicate or place.\nRisks Related to Our Organizational Structure\nThe significant voting power of holders of our Series I preferred stock and Series II preferred stock may limit the ability of holders of our\ncommon stock to influence our business.\nHolders of our common stock are entitled to vote pursuant to Delaware law with respect to:\n \n \n•\n \nA conversion of the legal entity form of Blackstone,\n \n•\n \nA transfer, domestication or continuance of Blackstone to a foreign jurisdiction,\n \n•\n \nAny amendment of our certificate of incorporation to change the par value of our common stock or the powers, preferences or special rights of\nour common stock in a way that would affect our common stock adversely,\n \n•\n \nAny amendment of our certificate of incorporation that requires for action the vote of a greater number or portion of the holders of common stock\nthan is required by any section of Delaware law, and\n \n•\n \nAny amendment of our certificate of incorporation to elect to become a close corporation under Delaware law. In addition, our certificate of\nincorporation provides voting rights to holders of our common stock on the following additional matters:\n \n•\n \nA sale, exchange or disposition of all or substantially all of our assets,\n \n•\n \nA merger, consolidation or other business combination,\n \n75\n \n•\n \nAny amendment of our certificate of incorporation or bylaws enlarging the obligations of the common stockholders,\n \n•\n \nAny amendment of our certificate of incorporation requiring the vote of the holders of a percentage of the voting power of the outstanding\ncommon stock and Series I preferred stock, voting together as a single class, to take any action in a manner that would have the effect of\nreducing such voting percentage, and\n \n•\n \nAny amendments of our certificate of incorporation that are not included in the specified set of amendments that the Series II Preferred\nStockholder has the sole right to vote on\nFurthermore, our certificate of incorporation provides that the holders of at least 66 2/3% of the voting power of the outstanding shares of common stock\nand Series I preferred stock may vote to require the Series II Preferred Stockholder to transfer its shares of Series II preferred stock to a successor Series II\nPreferred Stockholder designated by the holders of at least a majority of the voting power of the outstanding shares of common stock and Series I preferred\nstock.\nOther matters that are required to be submitted to a vote of the holders of our common stock generally require the approval of a majority of the voting\npower of our outstanding shares of common stock and Series I preferred stock, voting together as a single class, including certain sales, exchanges or other\ndispositions of all or substantially all of our assets, a merger, consolidation or other business combination, certain amendments to our certificate of\nincorporation and the designation of a successor Series II Preferred Stockholder. Holders of our Series I preferred stock, as such, will collectively be entitled\nto a number of votes equal to the aggregate number of Blackstone Holdings Partnership Units held by the limited partners of the Blackstone Holdings\nPartnerships on the relevant record date and will vote together with holders of our common stock as a single class. As of February 17, 2023, Blackstone\nPartners L.L.C., an entity owned by the senior managing directors of Blackstone and controlled by Mr. Schwarzman, owned the only share of Series I\npreferred stock outstanding, representing approximately 39.7% of the total combined voting power of the common stock and Series I preferred stock, taken\ntogether.\nOur certificate of incorporation and bylaws contain additional provisions affecting the holders of our common stock, including certain limits on the ability\nof the holders of our common stock to call meetings, to acquire information about our operations and to influence the manner or direction of our\nmanagement. In addition, any person that beneficially owns 20% or more of the common stock then outstanding (other than the Series II Preferred\nStockholder or its affiliates, a direct or subsequently approved transferee of the Series II Preferred Stockholder or its affiliates or a person or group that has\nacquired such stock with the prior approval of our board of directors) is unable to vote such stock on any matter submitted to such stockholders.\nWe are not required to comply with certain provisions of U.S. securities laws relating to proxy statements and certain related matters.\nWe are not required to file proxy statements or information statements under Section 14 of the Exchange Act except in circumstances where a vote of\nholders of our common stock is required under our certificate of incorporation or Delaware law, such as a merger, business combination or sale of all or\nsubstantially all of our assets. In addition, we will generally not be subject to the “say-on-pay” and “say-on-frequency” provisions of the Dodd-Frank Act. As a\nresult, our common stockholders do not have an opportunity to provide a non-binding vote on the compensation of our named executive officers. Moreover,\nholders of our common stock are not able to bring matters before our annual meeting of stockholders or nominate directors at such meeting, nor are they\ngenerally able to submit stockholder proposals under Rule 14a-8 of the Exchange Act.\n \n76\nWe are a controlled company and as a result qualify for some exceptions from certain corporate governance and other requirements of the New\nYork Stock Exchange.\nBecause the Series II Preferred Stockholder holds more than 50% of the voting power for the election of directors, we are a “controlled company” and\nfall within exceptions from certain corporate governance and other requirements of the rules of the New York Stock Exchange. Pursuant to these\nexceptions, controlled companies may elect not to comply with certain corporate governance requirements of the New York Stock Exchange, including the\nrequirements (a) that a majority of our board of directors consist of independent directors, (b) that we have a nominating and corporate governance\ncommittee that is composed entirely of independent directors, (c) that we have a compensation committee that is composed entirely of independent\ndirectors, and (d) that the compensation committee be required to consider certain independence factors when engaging compensation consultants, legal\ncounsel and other committee advisers. While we currently have a majority independent board of directors, we have elected to avail ourselves of the other\nexceptions. Accordingly, our common stockholders generally do not have the same protections afforded to stockholders of companies that are subject to all\nof the corporate governance requirements of the NYSE.\nPotential conflicts of interest may arise among the Series II Preferred Stockholder and the holders of our common stock.\nBlackstone Group Management L.L.C., an entity owned by senior managing directors of Blackstone and controlled by Mr. Schwarzman, is the sole\n\n\nholder of the Series II Preferred stock. As a result, conflicts of interest may arise among the Series II Preferred Stockholder, on the one hand, and us and\nour holders of our common stock, on the other hand. The Series II Preferred Stockholder has the ability to influence our business and affairs through its\nownership of Series II Preferred stock, the Series II Preferred Stockholder’s general ability to appoint our board of directors, and provisions under our\ncertificate of incorporation requiring Series II Preferred Stockholder approval for certain corporate actions (in addition to approval by our board of directors).\nIf the holders of our common stock are dissatisfied with the performance of our board of directors, they have no ability to remove any of our directors, with or\nwithout cause.\nFurther, through its ability to elect our board of directors, the Series II Preferred Stockholder has the ability to indirectly influence the determination of\nthe amount and timing of our investments and dispositions, cash expenditures, indebtedness, issuances of additional partnership interests, tax liabilities and\namounts of reserves, each of which can affect the amount of cash that is available for distribution to holders of Blackstone Holdings Partnership Units.\nIn addition, conflicts may arise relating to the selection, structuring and disposition of investments and other transactions, declaring dividends and other\ndistributions and other matters due to the fact that our senior managing directors hold their Blackstone Holdings Partnership Units directly or through pass-\nthrough entities that are not subject to corporate income taxation. See “Part III. Item 13. Certain Relationships and Related Transactions, and Director\nIndependence” and “Part III. Item 10. Directors, Executive Officers and Corporate Governance.”\nOur certificate of incorporation states that the Series II Preferred Stockholder is under no obligation to consider the separate interests of the\nother stockholders and contains provisions limiting the liability of the Series II Preferred Stockholder.\nSubject to applicable law, our certificate of incorporation contains provisions limiting the duties owed by the holder of our Series II preferred stock and\ncontains provisions allowing the Series II Preferred Stockholder to favor its own interests and the interests of its controlling persons over us and the holders\nof our common stock. Our certificate of incorporation contains provisions stating that the Series II Preferred Stockholder is under no obligation to consider\nthe separate interests of the other stockholders (including, without limitation, the tax\n \n77\nconsequences to such stockholders) in deciding whether or not to authorize us to take (or decline to authorize us to take) any action as well as provisions\nstating that the Series II Preferred Stockholder shall not be liable to the other stockholders for damages for any losses, liabilities or benefits not derived by\nsuch stockholders in connection with such decisions. See “— Potential conflicts of interest may arise among the Series II Preferred Stockholder and the\nholders of our common stock.”\nThe Series II Preferred Stockholder will not be liable to Blackstone or holders of our common stock for any acts or omissions unless there has\nbeen a final and non-appealable judgment determining that the Series II Preferred Stockholder acted in bad faith or engaged in fraud or willful\nmisconduct and we have also agreed to indemnify the Series II Preferred Stockholder to a similar extent.\nEven if there is deemed to be a breach of the obligations set forth in our certificate of incorporation, our certificate of incorporation provides that the\nSeries II Preferred Stockholder will not be liable to us or the holders of our common stock for any acts or omissions unless there has been a final and non-\nappealable judgment by a court of competent jurisdiction determining that the Series II Preferred Stockholder or its officers and directors acted in bad faith or\nengaged in fraud or willful misconduct. These provisions are detrimental to the holders of our common stock because they restrict the remedies available to\nstockholders for actions of the Series II Preferred Stockholder.\nIn addition, we have agreed to indemnify the Series II Preferred Stockholder and our former general partner and its controlling affiliates and any current\nor former officer or director of any of Blackstone or its subsidiaries, the Series II Preferred Stockholder or former general partner and certain other specified\npersons (collectively, the “Indemnitees”), to the fullest extent permitted by law, against any and all losses, claims, damages, liabilities, joint or several,\nexpenses (including legal fees and expenses), judgments, fines, penalties, interest, settlements or other amounts incurred by any Indemnitee. We have\nagreed to provide this indemnification if the Indemnitee acted in good faith and in a manner the Indemnitee reasonably believed to be in or not opposed to\nthe best interests of Blackstone, and with respect to any alleged conduct resulting in a criminal proceeding against the Indemnitee, such person had no\nreasonable cause to believe that such person’s conduct was unlawful. We have also agreed to provide this indemnification for criminal proceedings.\nThe Series II Preferred Stockholder may transfer its interest in the sole share of Series II preferred stock which could materially alter our\noperations.\nWithout the approval of any other stockholder, the Series II Preferred Stockholder may transfer the sole outstanding share of our Series II preferred\nstock held by it to a third party upon receipt of approval to do so by our board of directors and satisfaction of certain other requirements. Further, the\nmembers or other interest holders of the Series II Preferred Stockholder may sell or transfer all or part of their outstanding equity or other interests in the\nSeries II Preferred Stockholder at any time without our approval. A new holder of our Series II preferred stock or new controlling members of the Series II\nPreferred Stockholder may appoint directors to our board of directors who have a different philosophy and/or investment objectives from those of our current\ndirectors. A new holder of our Series II Preferred stock, new controlling members of the Series II Preferred Stockholder and/or the directors they appoint to\nour board of directors could also have a different philosophy for the management of our business, including the hiring and compensation of our investment\nprofessionals. If any of the foregoing were to occur, we could experience difficulty in forming new funds and other investment vehicles and in making new\ninvestments, and the value of our existing investments, our business, our results of operations and our financial condition could materially suffer.\n \n78\nWe intend to pay regular dividends to holders of our common stock, but our ability to do so may be limited by cash flow from operations and\navailable liquidity, our holding company structure, applicable provisions of Delaware law and contractual restrictions.\nOur intention to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable\nEarnings, subject to adjustment by amounts determined by Blackstone’s board of directors to be necessary or appropriate to provide for the conduct of its\nbusiness, to make appropriate investments in its business and our funds, to comply with applicable law, any of its debt instruments or other agreements, or\nto provide for future cash requirements such as tax-related payments, clawback obligations and dividends to stockholders for any ensuing quarter. All of the\nforegoing 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\nat any time, including, without limitation, to reduce such quarterly dividends or to eliminate such dividends entirely.\nBlackstone Inc. is a holding company and has no material assets other than the ownership of the partnership units in Blackstone Holdings held through\nwholly owned subsidiaries. Blackstone Inc. has no independent means of generating revenue. Accordingly, we intend to cause Blackstone Holdings to make\ndistributions to its partners, including Blackstone Inc.’s wholly owned subsidiaries, to fund any dividends Blackstone Inc. may declare on our common stock.\nOur ability to make dividends to our stockholders will depend on a number of factors, including among others general economic and business\nconditions, our strategic plans and prospects, our business and investment opportunities, our financial condition and operating results, including the timing\nand extent of our realizations, working capital requirements and anticipated cash needs, contractual restrictions and obligations including fulfilling our current\nand future capital commitments, legal, tax and regulatory restrictions, restrictions and other implications on the payment of dividends by us to holders of our\ncommon 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 pay\n\n\ndividends is also subject to the availability of lawful funds therefor as determined in accordance with the Delaware General Corporation Law.\nThe amortization of finite-lived intangible assets and non-cash equity-based compensation results in expenses that may increase the net loss\nwe record in certain periods or cause us to record a net loss in periods during which we would otherwise have recorded net income.\nAs of December 31, 2022, we have $217.3 million of finite-lived intangible assets (in addition to $1.9 billion of goodwill), net of accumulated\namortization. These finite-lived intangible assets are from the initial public offering (“IPO”) and subsequent business acquisitions. We are amortizing these\nfinite-lived intangibles over their estimated useful lives, which range from three to twenty years, using the straight-line method, with a weighted-average\nremaining amortization period of 7.1 years as of December 31, 2022. We also record non-cash equity-based compensation from grants made in the ordinary\ncourse of business and in connection with other business acquisitions. The amortization of these finite-lived intangible assets and of this non-cash equity-\nbased compensation will increase our expenses during the relevant periods. These expenses may increase the net loss we record in certain periods or\ncause us to record a net loss in periods during which we would otherwise have recorded net income. A substantial and sustained decline in our share price\ncould result in an impairment of intangible assets or goodwill leading to a further reduction in net income or increase to net loss in the relevant period.\n \n79\nWe are required to pay our senior managing directors for most of the benefits relating to any additional tax depreciation or amortization\ndeductions we may claim as a result of the tax basis step-up we received as part of the reorganization we implemented in connection with our\nIPO or receive in connection with future exchanges of our common stock and related transactions.\nAs part of the reorganization we implemented in connection with our IPO, we purchased interests in our business from our pre-IPO owners. In addition,\nholders of partnership units in Blackstone Holdings (other than Blackstone Inc.’s wholly owned subsidiaries), subject to the vesting and minimum retained\nownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone Holdings Partnerships, may up to four times each\nyear (subject to the terms of the exchange agreement) exchange their Blackstone Holdings Partnership Units for shares of Blackstone Inc.’s common stock\non a one-for-one basis. A Blackstone Holdings limited partner must exchange one partnership unit in each of the Blackstone Holdings Partnerships to effect\nan exchange for a share of common stock. The purchase and subsequent exchanges are expected to result in increases in the tax basis of the tangible and\nintangible assets of Blackstone Holdings that otherwise would not have been available. These increases in tax basis may increase (for tax purposes)\ndepreciation and amortization and therefore reduce the amount of tax that we would otherwise be required to pay in the future, although the IRS may\nchallenge all or part of that tax basis increase, and a court could sustain such a challenge.\nWe have entered into a tax receivable agreements with our senior managing directors and other pre-IPO owners that provides for the payment by us to\nthe counterparties of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that we actually realize as a\nresult of these increases in tax basis and of certain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable\nto payments under the tax receivable agreement. This payment obligation is an obligation of Blackstone Inc. and/or its wholly owned subsidiaries and not of\nBlackstone Holdings. As such, the cash distributions to public stockholders may vary from holders of Blackstone Holdings Partnership Units (held by\nBlackstone personnel and others) to the extent payments are made under the tax receivable agreements to selling holders of Blackstone Holdings\nPartnership Units. As the payments reflect actual tax savings received by Blackstone entities, there may be a timing difference between the tax savings\nreceived by Blackstone entities and the cash payments to selling holders of Blackstone Holdings Partnership Units. While the actual increase in tax basis,\nas 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,\nthe 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\nexpect 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\nmake under the tax receivable agreements will be substantial. The payments under a tax receivable agreement are not conditioned upon a tax receivable\nagreement counterparty’s continued ownership of us. We may need to incur debt to finance payments under the tax receivable agreement to the extent our\ncash resources are insufficient to meet our obligations under the tax receivable agreements as a result of timing discrepancies or otherwise.\nAlthough we are not aware of any issue that would cause the IRS to challenge a tax basis increase, the tax receivable agreement counterparties will\nnot reimburse us for any payments previously made under the tax receivable agreement. As a result, in certain circumstances payments to the\ncounterparties under the tax receivable agreement could be in excess of our actual cash tax savings. Our ability to achieve benefits from any tax basis\nincrease, and the payments to be made under the tax receivable agreements, will depend upon a number of factors, as discussed above, including the\ntiming and amount of our future income.\n \n80\nIf Blackstone Inc. were deemed an “investment company” under the 1940 Act, applicable restrictions could make it impractical for us to continue\nour business as contemplated and could have a material adverse effect on our business.\nAn entity will generally be deemed to be an “investment company” for purposes of the 1940 Act if: (a) it is or holds itself out as being engaged primarily,\nor proposes to engage primarily, in the business of investing, reinvesting or trading in securities, or (b) absent an applicable exemption, it owns or proposes\nto acquire investment securities having a value exceeding 40% of the value of its total assets (exclusive of U.S. government securities and cash items) on\nan unconsolidated basis. We believe that we are engaged primarily in the business of providing asset management and capital markets services and not in\nthe business of investing, reinvesting or trading in securities. We also believe that the primary source of income from each of our businesses is properly\ncharacterized as income earned in exchange for the provision of services. We hold ourselves out as an asset management and capital markets firm and do\nnot propose to engage primarily in the business of investing, reinvesting or trading in securities. Accordingly, we do not believe that Blackstone Inc. is an\n“orthodox” investment company as defined in section 3(a)(1)(A) of the 1940 Act and described in clause (a) in the first sentence of this paragraph.\nFurthermore, Blackstone Inc. does not have any material assets other than its equity interests in certain wholly owned subsidiaries, which in turn will have\nno material assets (other than intercompany debt) other than general partner interests in the Blackstone Holdings Partnerships. These wholly owned\nsubsidiaries are the sole general partners of the Blackstone Holdings Partnerships and are vested with all management and control over the Blackstone\nHoldings Partnerships. We do not believe the equity interests of Blackstone Inc. in its wholly owned subsidiaries or the general partner interests of these\nwholly owned subsidiaries in the Blackstone Holdings Partnerships are investment securities. Moreover, because we believe that the capital interests of the\ngeneral partners of our funds in their respective funds are neither securities nor investment securities, we believe that less than 40% of Blackstone Inc.’s\ntotal assets (exclusive of U.S. government securities and cash items) on an unconsolidated basis are comprised of assets that could be considered\ninvestment securities. Accordingly, we do not believe Blackstone Inc. is an inadvertent investment company by virtue of the 40% test in section 3(a)(1)(C) of\nthe 1940 Act as described in clause (b) in the first sentence of this paragraph. In addition, we believe Blackstone Inc. is not an investment company under\nsection 3(b)(1) of the 1940 Act because it is primarily engaged in a non-investment company business.\nThe 1940 Act and the rules thereunder contain detailed parameters for the organization and operation of investment companies. Among other things,\nthe 1940 Act and the rules thereunder limit or prohibit transactions with affiliates, impose limitations on the issuance of debt and equity securities, generally\nprohibit the issuance of options and impose certain governance requirements. We intend to conduct our operations so that Blackstone Inc. will not be\ndeemed to be an investment company under the 1940 Act. If anything were to happen which would cause Blackstone Inc. to be deemed to be an\ninvestment company under the 1940 Act, requirements imposed by the 1940 Act, including limitations on our capital structure, ability to transact business\nwith affiliates (including us) and ability to compensate key employees, could make it impractical for us to continue our business as currently conducted,\nimpair the agreements and arrangements between and among Blackstone Inc., Blackstone Holdings and our senior managing directors, or any combination\nthereof, and materially adversely affect our business, financial condition and results of operations. In addition, we may be required to limit the amount of\n\n\ninvestments that we make as a principal or otherwise conduct our business in a manner that does not subject us to the registration and other requirements\nof the 1940 Act.\nOther anti-takeover provisions in our charter documents could delay or prevent a change in control.\nIn addition to the provisions described elsewhere relating to the Series II Preferred Stockholder’s control, other provisions in our certificate of\nincorporation and bylaws may discourage, delay or prevent a merger or acquisition that a stockholder may consider favorable by, for example:\n \n \n•\n \npermitting our board of directors to issue one or more series of preferred stock,\n \n81\n \n•\n \nproviding for the loss of voting rights for the common stock,\n \n•\n \nrequiring advance notice for stockholder proposals and nominations if they are ever permitted by applicable law,\n \n•\n \nplacing limitations on convening stockholder meetings,\n \n•\n \nprohibiting stockholder action by written consent unless such action is consent to by the Series II Preferred Stockholder, and\n \n•\n \nimposing super-majority voting requirements for certain amendments to our certificate of incorporation.\nThese provisions may also discourage acquisition proposals or delay or prevent a change in control.\nRisks Related to Our Common Stock\nThe price of our common stock may decline due to the large number of shares of common stock eligible for future sale and for exchange.\nThe market price of our common stock could decline as a result of sales of a large number of shares of common stock in the market in the future or the\nperception that such sales could occur. These sales, or the possibility that these sales may occur, also might make it more difficult for us to sell shares of\ncommon stock in the future at a time and at a price that we deem appropriate. We had a total of 706,369,856 shares of common stock outstanding as of\nFebruary 17, 2023. Subject to the lock-up restrictions described below, we may issue and sell in the future additional shares of common stock. Limited\npartners of Blackstone Holdings owned an aggregate of 444,056,162 Blackstone Holdings Partnership Units outstanding as of February 17, 2023. In\nconnection with our initial public offering, we entered into an exchange agreement with holders of Blackstone Holdings Partnership Units (other than\nBlackstone Inc.’s wholly owned subsidiaries) so that these holders, subject to the vesting and minimum retained ownership requirements and transfer\nrestrictions set forth in the partnership agreements of the Blackstone Holdings Partnerships, may up to four times each year (subject to the terms of the\nexchange agreement) exchange their Blackstone Holdings Partnership Units for shares of Blackstone Inc. common stock on a one-for-one basis, subject to\ncustomary conversion rate adjustments for splits, unit distributions and reclassifications. A Blackstone Holdings limited partner must exchange one\npartnership unit in each of the Blackstone Holdings Partnerships to effect an exchange for a share of common stock. The common stock we issue upon\nsuch exchanges would be “restricted securities,” as defined in Rule 144 under the Securities Act, unless we register such issuances. However, we have\nentered into a registration rights agreement with the limited partners of the Blackstone Holdings Partnerships that requires us to register these shares of\ncommon stock under the Securities Act and we have filed registration statements that cover the delivery of common stock issued upon exchange of\nBlackstone Holdings Partnership Units. See “Part III. Item 13. Certain Relationships and Related Transactions, and Director Independence — Transactions\nwith Related Persons — Registration Rights Agreement.” While the partnership agreements of the Blackstone Holdings Partnerships and related\nagreements contractually restrict the ability of Blackstone personnel to transfer the Blackstone Holdings Partnership Units or Blackstone Inc. common stock\nthey hold and require that they maintain a minimum amount of equity ownership during their employ by us, these contractual provisions may lapse over time\nor be waived, modified or amended at any time.\nAs of February 17, 2023, we had granted 40,265,273 outstanding deferred restricted shares of common stock and 18,107,045 outstanding deferred\nrestricted Blackstone Holdings Partnership Units to our non-senior managing director professionals and senior managing directors under the Blackstone Inc.\nAmended and Restated 2007 Equity Incentive Plan (“2007 Equity Incentive Plan”). The aggregate number of shares of common stock and Blackstone\nHoldings Partnership Units (together, “Shares”) covered by our 2007 Equity Incentive Plan is increased on the first day of each fiscal year during its term by\na number of Shares equal to the positive difference, if any, of (a) 15% of the aggregate number of Shares outstanding on the last day of the immediately\npreceding fiscal year (excluding Blackstone Holdings Partnership Units held by Blackstone Inc. or its wholly owned subsidiaries) minus (b) the aggregate\nnumber of Shares covered by our 2007 Equity Incentive Plan as of such date (unless the\n \n82\nadministrator of the 2007 Equity Incentive Plan should decide to increase the number of Shares covered by the plan by a lesser amount). An aggregate of\n168,978,288 additional Shares were available for grant under our 2007 Equity Incentive Plan as of February 17, 2023. We have filed a registration\nstatement and intend to file additional registration statements on Form S-8 under the Securities Act to register common stock covered by the 2007 Equity\nIncentive Plan (including pursuant to automatic annual increases). Any such Form S-8 registration statement will automatically become effective upon filing.\nAccordingly, common stock registered under such registration statement will be available for sale in the open market.\nIn addition, the Blackstone Holdings partnership agreements authorize the wholly owned subsidiaries of Blackstone Inc. which are the general partners\nof those partnerships to issue an unlimited number of additional partnership securities of the Blackstone Holdings Partnerships with such designations,\npreferences, rights, powers and duties that are different from, and may be senior to, those applicable to the Blackstone Holdings Partnership Units, and\nwhich may be exchangeable for our shares of common stock.\nOur certificate of incorporation also provides us with a right to acquire all of the then outstanding shares of common stock under specified\ncircumstances, which may adversely affect the price of our shares of common stock and the ability of holders of shares of common stock to\nparticipate in further growth in our stock price.\nOur certificate of incorporation provides that, if at any time, less than 10% of the total shares of any class of our stock then outstanding (other than\nSeries I preferred stock and Series II preferred stock) is held by persons other than the Series II Preferred Stockholder and its affiliates, we may exercise our\nright to call and purchase all of the then outstanding shares of common stock held by persons other than the Series II Preferred Stockholder or its affiliates\nor assign this right to the Series II Preferred Stockholder or any of its affiliates. As a result, a stockholder may have his or her shares of common stock\npurchased from him or her at an undesirable time or price and in a manner which adversely affects the ability of a stockholder to participate in further\ngrowth in our stock price.\nOur amended and restated bylaws designate the Court of Chancery of the State of Delaware or the federal district courts of the United States of\nAmerica, as applicable, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders,\nwhich could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with Blackstone or our directors, officers or other\nemployees.\nOur amended and restated bylaws provide that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State\nof Delaware will, to the fullest extent permitted by law, be the sole and exclusive forum for: (a) any derivative action or proceeding brought on our behalf,\n(b) any action asserting a breach of fiduciary duty owed by any of our current or former directors, officers, stockholders or employees to us or our\n\n\nstockholders, (c) any action asserting a claim against us arising under the Delaware General Corporation Law (the “DGCL”), our certificate of incorporation\nor our bylaws or as to which the DGCL confers jurisdiction on the Court of Chancery of the State of Delaware, or (d) any action asserting a claim against us\nthat is governed by the internal affairs doctrine.\nOur amended and restated bylaws further provide that, unless we consent in writing to the selection of an alternative forum, to the fullest extent\npermitted by law, the federal district courts of the United States of America will be the exclusive forum for the resolution of any complaint asserting a cause\nof action arising under the federal securities laws of the United States, including, in each case, the applicable rules and regulations promulgated thereunder.\nAny person or entity purchasing or otherwise acquiring any interest in any shares of our capital stock shall be deemed to have notice of and to have\nconsented to the forum provision in our amended and restated bylaws. This choice-of-forum provision may limit a stockholder’s ability to bring a claim in a\ndifferent judicial forum, including one that it may find favorable or convenient for a specified class of disputes with Blackstone or our directors, officers, other\nstockholders or employees, which may discourage such lawsuits. Alternatively, if a court were to\n \n83\nfind this provision of our amended and restated bylaws inapplicable or unenforceable with respect to one or more of the specified types of actions or\nproceedings, we may incur additional costs associated with resolving such matters in other jurisdictions, which could materially adversely affect our\nbusiness, financial condition and results of operations and result in a diversion of the time and resources of our management and board of directors.\n \nItem 1B.\nUnresolved Staff Comments\nNone.\n \nItem 2.\nProperties\nOur principal executive offices are located in leased office space at 345 Park Avenue, New York, New York. As of December 31, 2022, we also leased\noffices in Cambridge, Dublin, Hong Kong, London, Los Angeles, Luxembourg, Miami, Mumbai, San Francisco, Shanghai, Singapore, Sydney, Tokyo and\nother cities around the world. We consider these facilities to be suitable and adequate for the management and operations of our business.\n \nItem 3.\nLegal Proceedings\nWe may from time to time be involved in litigation and claims incidental to the conduct of our business. Our businesses are also subject to extensive\nregulation, which may result in regulatory proceedings against us. See “— Item 1A. Risk Factors” above. We are not currently subject to any pending legal\n(including judicial, regulatory, administrative or arbitration) proceedings that we expect to have a material impact on our consolidated financial statements.\nHowever, given the inherent unpredictability of these types of proceedings and the potentially large and/or indeterminate amounts that could be sought, an\nadverse outcome in certain matters could have a material effect on Blackstone’s financial results in any particular period. See “Part II. Item 8. Financial\nStatements and Supplementary Data — Notes to Consolidated Financial Statements — Note 19. Commitments and Contingencies — Contingencies —\nLitigation.”\n \nItem 4.\nMine Safety Disclosures\nNot applicable.\n \n84\nPart II.\n \nItem 5.\nMarket for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities\nOur common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “BX.”\nThe number of holders of record of our common stock as of February 17, 2023 was 72. This does not include the number of stockholders that hold\nshares in “street name” through banks or broker-dealers. Blackstone Partners L.L.C. is the sole holder of the single share of Series I preferred stock\noutstanding and Blackstone Group Management L.L.C. is the sole holder of the single share of Series II preferred stock outstanding.\nThe following table sets forth the quarterly per share dividends earned for the periods indicated. Each quarter’s dividends are declared and paid in the\nfollowing quarter.\n \n \n  \n2022\n   \n2021\n \nFirst Quarter\n  \n$\n1.32   \n$\n0.82 \nSecond Quarter\n  \n \n1.27   \n \n0.70 \nThird Quarter\n  \n \n0.90   \n \n1.09 \nFourth Quarter\n  \n \n0.91   \n \n1.45 \n  \n  \n  \n$\n4.40   \n$\n4.06 \n  \n  \nDividend Policy\nOur intention is to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable\nEarnings, subject to adjustment by amounts determined by our board of directors to be necessary or appropriate to provide for the conduct of our business,\nto make appropriate investments in our business and funds, to comply with applicable law, any of our debt instruments or other agreements, or to provide\nfor future cash requirements such as tax-related payments, clawback obligations and dividends to stockholders for any ensuing quarter. The dividend\namount could also be adjusted upward in any one quarter.\nFor Blackstone’s definition of Distributable Earnings, see “— Item 7. Management’s Discussion and Analysis of Financial Condition and Results of\nOperations — Key Financial Measures and Indicators.”\nAll 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\nand our board of directors may change our dividend policy at any time, including, without limitation, to reduce such quarterly dividends or even to eliminate\nsuch dividends entirely.\nBecause Blackstone Inc. is a holding company and has no material assets, other than its ownership of partnership units in Blackstone Holdings (held\nthrough wholly owned subsidiaries), intercompany loans receivable and deferred tax assets, we fund any dividends by Blackstone Inc. by causing\nBlackstone Holdings to make distributions to its partners, including Blackstone Inc. (through its wholly owned subsidiaries). If Blackstone Holdings makes\nsuch distributions, the limited partners of Blackstone Holdings will be entitled to receive equivalent distributions pro-rata based on their partnership interests\nin Blackstone Holdings. Blackstone Inc. then dividends its share of such distributions, net of taxes and amounts payable under the tax receivable\n\n\nagreements, to our stockholders on a pro-rata basis.\nBecause the publicly traded entity and/or its wholly owned subsidiaries must pay taxes and make payments under the tax receivable agreements\ndescribed in “—Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 18. Related Party\nTransactions,” the amounts ultimately paid as dividends by Blackstone Inc. to common stockholders in respect of each fiscal year are generally expected to\nbe\n \n85\nless, on a per share or per unit basis, than the amounts distributed by the Blackstone Holdings Partnerships to the Blackstone personnel and others who\nare limited partners of the Blackstone Holdings Partnerships in respect of their Blackstone Holdings Partnership Units. Following Blackstone’s conversion\nfrom a limited partnership to a corporation, we expect to pay more corporate income taxes than we would have as a limited partnership, which will increase\nthis difference between the per share dividend and per unit distribution amounts.\nDividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends\ntreated as a return of capital to the extent of the stockholder’s basis.\nIn addition, the partnership agreements of the Blackstone Holdings Partnerships provide for cash distributions, which we refer to as “tax distributions,”\nto the partners of such partnerships if the wholly owned subsidiaries of Blackstone Inc. which are the general partners of the Blackstone Holdings\nPartnerships determine that the taxable income of the relevant partnership will give rise to taxable income for its partners. Generally, these tax distributions\nwill be computed based on our estimate of the net taxable income of the relevant partnership allocable to a partner multiplied by an assumed tax rate equal\nto the highest effective marginal combined U.S. federal, state and local income tax rate prescribed for an individual or corporate resident in New York, New\nYork (taking into account the non-deductibility of certain expenses and the character of our income). The Blackstone Holdings Partnerships will make tax\ndistributions only to the extent distributions from such partnerships for the relevant year were otherwise insufficient to cover such estimated assumed tax\nliabilities.\nShare Repurchases in the Fourth Quarter of 2022\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings\nPartnership Units. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated\ntransactions or otherwise. The timing and the actual numbers repurchased will depend on a variety of factors, including legal requirements, price and\neconomic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified\nexpiration date. During the three months ended December 31, 2022, no shares of common stock were repurchased. As of December 31, 2022, the amount\nremaining available for repurchases under the program was $1.1 billion. See “— Item 8. Financial Statements and Supplementary Data — Notes to\nConsolidated Financial Statements — Note 16. Earnings Per Share and Stockholders’ Equity — Share Repurchase Program” and “— Item 7.\nManagement’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Share Repurchase\nProgram” for further information regarding this repurchase program.\nAs permitted by our policies and procedures governing transactions in our securities by our directors, executive officers and other employees, from time\nto time some of these persons may establish plans or arrangements complying with Rule 10b5-1 under the Exchange Act, and similar plans and\narrangements relating to our shares and Blackstone Holdings Partnership Units.\n \nItem 6.\n(Reserved)\n \nItem 7.\nManagement’s Discussion and Analysis of Financial Condition and Results of Operations\nThe following discussion and analysis should be read in conjunction with Blackstone Inc.’s consolidated financial statements and the related notes\nincluded within this Annual Report on Form 10-K.\nThis section of this Form 10-K generally discusses 2022 and 2021 items and year to year comparisons between 2022 and 2021. For the discussion of\n2021 compared to 2020 see “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Blackstone’s\nAnnual Report on Form 10-K for the year ended December 31, 2021, which specific discussion is incorporated herein by reference.\n \n86\nIn this report, references to “Blackstone,” the “Company,” “we,” “us” or “our” refer to Blackstone Inc. and its consolidated subsidiaries.\nOur Business\nBlackstone is one of the world’s leading investment firms. Our business is organized into four segments: Real Estate, Private Equity, Credit & Insurance\nand Hedge Fund Solutions. For more information about our business segments, see “Part I. Item 1. Business — Business Segments.”\nWe generate revenue from fees earned pursuant to contractual arrangements with funds, fund investors and fund portfolio companies (including\nmanagement, transaction and monitoring fees), and from capital markets services. We also invest in the vehicles we manage and we are entitled to a pro-\nrata share of the results of the vehicle (a “pro-rata allocation”). In addition to a pro-rata allocation, and assuming certain investment returns are achieved, we\nare entitled to a disproportionate allocation of the income otherwise allocable to the investors (“Performance Allocations”). In carry funds, such allocations\nare commonly referred to as carried interest. In certain structures, we receive a contractual incentive fee from an investment vehicle in the event that\nspecified cumulative investment returns are achieved (an “Incentive Fee,” and together with Performance Allocations, “Performance Revenues”). The\ncomposition of our revenues will vary based on market conditions and the cyclicality of the different businesses in which we operate. Net investment gains\nand investment income generated by the Blackstone Funds are driven by value created by our operating and strategic initiatives as well as overall market\nconditions. Fair values are affected by changes in the fundamentals of our portfolio company and other investments, the industries in which they operate,\nthe overall economy and other market conditions.\nBusiness Environment\nBlackstone’s businesses are materially affected by conditions in the financial markets and economic conditions in the U.S., Europe, Asia and, to a\nlesser extent, elsewhere in the world.\nIn 2022, the market environment was one of the most challenging since the global financial crisis as central banks around the world pursued monetary\npolicy tightening amid high, persistent inflation. In the U.S., annual inflation reached 9.1% in June 2022 but subsequently declined to 6.5% in December\n2022. In Eurozone economies, inflation reached 10.6% in October 2022 before decreasing to 9.2% in December 2022. The U.S. Federal Reserve raised the\nfederal funds target range seven times over the course of 2022, beginning the year at 0.0%-0.25% and reaching 4.25%-4.50% in December. In February\n2023, the Federal Reserve further raised the federal funds target range to 4.50%-4.75% and reiterated its anticipation that ongoing increases would be\nappropriate in order to return to the U.S. Federal Reserve’s long term inflation target of 2%. Economists expect inflation to continue moderating from 2022\nhighs, but remain above the U.S. Federal Reserve’s long run target of 2% for a period of time.\n\n\nDespite monetary policy tightening, economic growth, employment rates and consumer health indicators have demonstrated resilience. The Bureau of\nEconomic Analysis’ advance estimate of U.S. real GDP growth indicated growth of 2.1% in 2022, down from 5.9% in 2021. The U.S. unemployment rate\nremained at the pre-pandemic level of 3.5% in December 2022, down from 3.9% in December 2021, indicating a robust labor market. Retail sales increased\n9.2% year-over-year in 2022, driven in part by higher prices. In manufacturing, however, the Institute for Supply Management Purchasing Managers’ Index\ndecreased to 48.4 in December 2022, down from 58.8 in December 2021, signaling a contraction in the U.S. manufacturing sector for the first time since\nMay 2020. While the U.S. economy demonstrated relative strength, other major economies experienced less robust fundamentals. In China, there was 0%\neconomic growth in the fourth quarter of 2022 and 3% for the year – the second lowest level since 1976. Most economists believe an economic recession in\n2023 is highly probable in the U.K., but somewhat less probable in the Eurozone.\n \n87\nThe S&P 500 declined 18% in 2022 with most sectors down for the year. The telecom sector experienced the largest decline, down 40%, while energy\nwas the best performing sector, up 65%. The price of West Texas Intermediate crude oil increased 7% in 2022 to $80 per barrel, and remained at\napproximately that same level in February 2023. The Henry Hub Natural Gas spot price increased 20% to $4.48 during the year, but has subsequently fallen\nto $2.57 as of February 14, 2023.\nVolatility increased materially as the CBOE Volatility Index rose 26% in 2022. Capital markets and transaction activity declined materially, with U.S.\ninitial public offering volumes down 93% and U.S. announced merger and acquisition deal volumes down 43% compared to 2021.\nThe ten-year Treasury yield increased by 273 basis points to a fourteen-year high of 4.24% in October 2022 and ended the year lower at 3.87%. Since\nyear end, the rate has risen slightly to 3.92% as of February 22, 2023. Meanwhile, short term rates remain on an upward trajectory as three-month LIBOR\nincreased by 4.56% to 4.82% during 2022 and has since increased to 4.93% as of February 22, 2023.\nIn credit markets, the S&P leveraged loan index decreased by 0.6% and the Credit Suisse high yield bond index declined by 11% in 2022. High yield\nspreads widened by 144 basis points in 2022, while issuance decreased 77%.\nWhile showing some recent signs of moderating in the U.S., inflation remains meaningfully elevated. In response, the Federal Reserve has indicated\nthat it anticipates further interest rate increases will be appropriate in order to achieve inflation at the rate of two percent over the longer term. The economic\nconsensus predicts multiple additional moderate interest rate increases in the remainder of 2023, with some economists predicting a first reduction by the\nend of 2023. The possibility of a period of economic slowdown or recession has contributed, and in the near term may continue to contribute, to market\nvolatility.\nNotable Transactions\nOn January 10, 2022, Blackstone issued $500 million aggregate principal amount of 2.550% senior notes due March 30, 2032 and $1 billion aggregate\nprincipal amount of 3.200% senior notes due January 30, 2052.\nOn June 1, 2022, Blackstone issued €500 million aggregate principal amount of 3.500% senior notes due June 1, 2034.\nOn June 3, 2022, Blackstone entered into an amended and restated $4.135 billion revolving credit facility. The amendment and restatement to the\ncredit facility, among other things, increased the amount of available borrowings and extended the maturity date from November 24, 2025 to June 3, 2027.\nOn November 3, 2022, Blackstone issued $600 million aggregate principal amount of 5.900% senior notes due November 3, 2027 and a $900 million\naggregate principal amount of 6.200% senior notes due April 22, 2033.\nFor additional information see Note 13. “Borrowings” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and\nSupplementary Data.”\nOrganizational Structure\nEffective February 26, 2021, Blackstone effectuated changes to rename its Class A common stock as “common stock,” and to reclassify its Class B and\nClass C common stock into a new “Series I preferred stock” and “Series II preferred stock,” respectively. Each new stock has the same rights and powers of\nits predecessor. For additional information, see Note 1. “Organization” and Note 16. “Earnings Per Share and Stockholders’ Equity — Stockholders’ Equity”\nin the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\n \n88\nEffective August 6, 2021, The Blackstone Group Inc. changed its name to Blackstone Inc. For additional information, see Note 1. “Organization” in the\n“Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data.”\nThe simplified diagram below depicts our current organizational structure. The diagram does not depict all of our subsidiaries, including intermediate\nholding companies through which certain of the subsidiaries depicted are held.\n \n\n\nKey Financial Measures and Indicators\nWe manage our business using certain financial measures and key operating metrics since we believe these metrics measure the productivity of our\ninvestment activities. We prepare our Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of\nAmerica (“GAAP”). See “— Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 2. Summary of\nSignificant Accounting Policies” and “— Critical Accounting Policies.” Our key non-GAAP financial measures and operating indicators and metrics are\ndiscussed below.\nDistributable Earnings\nDistributable Earnings is derived from Blackstone’s segment reported results. Distributable Earnings is used to assess performance and amounts\navailable for dividends to Blackstone stockholders, including Blackstone personnel and others who are limited partners of the Blackstone Holdings\nPartnerships. Distributable Earnings is the sum of Segment Distributable Earnings plus Net Interest and Dividend Income (Loss) less Taxes and Related\nPayables. Distributable Earnings excludes unrealized activity and is derived from and reconciled to, but not equivalent to, its most directly comparable\nGAAP measure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our reconciliation of Distributable\nEarnings.\n \n89\nNet Interest and Dividend Income (Loss) is presented on a segment basis and is equal to Interest and Dividend Revenue less Interest Expense,\nadjusted for the impact of consolidation of Blackstone Funds, and interest expense associated with the Tax Receivable Agreement.\nTaxes and Related Payables represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income\n(Loss) Before Provision (Benefit) for Taxes and including the Payable under the Tax Receivable Agreement. Further, the current tax provision utilized when\ncalculating Taxes and Related Payables and Distributable Earnings reflects the benefit of deductions available to the company on certain expense items\nthat are excluded from the underlying calculation of Segment Distributable Earnings and Total Segment Distributable Earnings, such as equity-based\ncompensation charges and certain Transaction-Related Charges where there is a current tax provision or benefit. The economic assumptions and\nmethodologies that impact the implied income tax provision are the same as those methodologies and assumptions used in calculating the current income\ntax provision for Blackstone’s Consolidated Statements of Operations under GAAP, excluding the impact of divestitures and accrued tax contingencies and\nrefunds which are reflected when paid or received. Management believes that including the amount payable under the Tax Receivable Agreement and\nutilizing the current income tax provision adjusted as described above when calculating Distributable Earnings is meaningful as it increases comparability\nbetween periods and more accurately reflects earnings that are available for distribution to stockholders.\nSegment Distributable Earnings\nSegment Distributable Earnings is Blackstone’s segment profitability measure used to make operating decisions and assess performance across\nBlackstone’s four segments. Blackstone believes it is useful to stockholders to review the measure that management uses in assessing segment\nperformance. Segment Distributable Earnings represents the net realized earnings of Blackstone’s segments and is the sum of Fee Related Earnings and\nNet Realizations for each segment. Blackstone’s segments are presented on a basis that deconsolidates Blackstone Funds, eliminates non-controlling\nownership interests in Blackstone’s consolidated operating partnerships, removes the amortization of intangible assets and removes Transaction-Related\nCharges. Transaction-Related Charges arise from corporate actions including acquisitions, divestitures and Blackstone’s initial public offering. They consist\nprimarily of equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable\nAgreement resulting from a change in tax law or similar event, transaction costs and any gains or losses associated with these corporate actions. Segment\nDistributable Earnings excludes unrealized activity and is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure\nof Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our reconciliation of Segment Distributable Earnings.\nNet Realizations is presented on a segment basis and is the sum of Realized Principal Investment Income and Realized Performance Revenues (which\nrefers to Realized Performance Revenues excluding Fee Related Performance Revenues), less Realized Performance Compensation (which refers to\nRealized Performance Compensation excluding Fee Related Performance Compensation and Equity-Based Performance Compensation).\nRealized Performance Compensation reflects an increase in the aggregate Realized Performance Compensation paid to certain of our professionals\nabove the amounts allocable to them based upon the percentage participation in the relevant performance plans previously awarded to them as a result of a\ncompensation program that commenced during the three months ended June 30, 2021. For the full year 2022, Fee Related Compensation was decreased\nby the total amount of additional Performance Compensation awarded for the year. During the year ended December 31, 2022, Realized Performance\nCompensation was increased by an aggregate of $77.0 million and Fee Related Compensation was decreased by a corresponding amount. In the year\nended December 31, 2021, Realized Performance Compensation was increased by an aggregate of $19.7 million and Fee Related Compensation was\ndecreased by a corresponding amount. These changes to Realized Performance Compensation and Fee Related Compensation reduced Net Realizations,\nincreased Fee Related\n\n\n \n90\nEarnings and had a neutral impact to Income Before Provision (Benefit) for Taxes and Distributable Earnings in the years ended December 31, 2022 and\nDecember 31, 2021.\nFee Related Earnings\nFee Related Earnings is a performance measure used to assess Blackstone’s ability to generate profits from revenues that are measured and received\non a recurring basis and not subject to future realization events. Blackstone believes Fee Related Earnings is useful to stockholders as it provides insight\ninto the profitability of the portion of Blackstone’s business that is not dependent on realization activity. Fee Related Earnings equals management and\nadvisory fees (net of management fee reductions and offsets) plus Fee Related Performance Revenues, less (a) Fee Related Compensation on a segment\nbasis, and (b) Other Operating Expenses. Fee Related Earnings is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP\nmeasure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our reconciliation of Fee Related Earnings.\nFee Related Compensation is presented on a segment basis and refers to the compensation expense, excluding Equity-Based Compensation, directly\nrelated to (a) Management and Advisory Fees, Net and (b) Fee Related Performance Revenues, referred to as Fee Related Performance Compensation.\nFee Related Performance Revenues refers to the realized portion of Performance Revenues from Perpetual Capital that are (a) measured and received\non a recurring basis, and (b) not dependent on realization events from the underlying investments.\nOther Operating Expenses is presented on a segment basis and is equal to General, Administrative and Other Expenses, adjusted to (a) remove the\namortization of transaction-related intangibles, (b) remove certain expenses reimbursed by the Blackstone Funds which are netted against Management and\nAdvisory Fees, Net in Blackstone’s segment presentation, and (c) give effect to an administrative fee collected on a quarterly basis from certain holders of\nBlackstone Holdings Partnership Units. The administrative fee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other\nOperating Expenses in Blackstone’s segment presentation.\nAdjusted Earnings Before Interest, Taxes and Depreciation and Amortization\nAdjusted Earnings Before Interest, Taxes and Depreciation and Amortization (“Adjusted EBITDA”), is a supplemental measure used to assess\nperformance derived from Blackstone’s segment results and may be used to assess its ability to service its borrowings. Adjusted EBITDA represents\nDistributable Earnings plus the addition of (a) Interest Expense on a segment basis, (b) Taxes and Related Payables, and (c) Depreciation and Amortization.\nAdjusted EBITDA is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure of Income (Loss) Before Provision\n(Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our reconciliation of Adjusted EBITDA.\nNet Accrued Performance Revenues\nNet Accrued Performance Revenues is a non-GAAP financial measure Blackstone believes is useful to stockholders as an indicator of potential future\nrealized performance revenues based on the current investment portfolio of the funds and vehicles we manage. Net Accrued Performance Revenues\nrepresents the accrued performance revenues receivable by Blackstone, net of the related accrued performance compensation payable by Blackstone,\nexcluding performance revenues that have been realized but not yet distributed as of the reporting date and clawback amounts, if any. Net Accrued\nPerformance Revenues is derived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure of Investments. See “— Non-\nGAAP Financial Measures” for our reconciliation of Net Accrued Performance Revenues and Note 2 “Summary of Significant Accounting Policies — Equity\nMethod Investments” in the “Notes to Consolidated Financial Statements” in “— Item 8.\n \n91\nFinancial Statements and Supplementary Data.” for additional information on the calculation of Investments — Accrued Performance Allocations.\nOperating Metrics\nThe alternative asset management business is primarily based on managing third party capital and does not require substantial capital investment to\nsupport rapid growth. Since our inception, we have developed and used various key operating metrics to assess and monitor the operating performance of\nour various alternative asset management businesses in order to monitor the effectiveness of our value creating strategies.\nTotal and Fee-Earning Assets Under Management\nTotal Assets Under Management refers to the assets we manage. We believe this measure is useful to stockholders as it represents the total capital for\nwhich we provide investment management services. Our Total Assets Under Management equals the sum of:\n \n \n(a)\nthe fair value of the investments held by our carry funds and our side-by-side and co-investment entities managed by us plus the capital that we\nare entitled to call from investors in those funds and entities pursuant to the terms of their respective capital commitments, including capital\ncommitments to funds that have yet to commence their investment periods,\n \n(b)\nthe net asset value of (1) our hedge funds, real estate debt carry funds, BPP, certain co-investments managed by us, certain credit-focused\nfunds, and our Hedge Fund Solutions drawdown funds (plus, in each case, the capital that we are entitled to call from investors in those funds,\nincluding commitments yet to commence their investment periods), and (2) our funds of hedge funds, our Hedge Fund Solutions registered\ninvestment companies, BREIT, and BEPIF,\n \n(c)\nthe invested capital, fair value or net asset value of assets we manage pursuant to separately managed accounts,\n \n(d)\nthe amount of debt and equity outstanding for our CLOs during the reinvestment period,\n \n(e)\nthe aggregate par amount of collateral assets, including principal cash, for our CLOs after the reinvestment period,\n \n(f)\nthe gross or net amount of assets (including leverage where applicable) for our credit-focused registered investment companies,\n \n(g)\nthe fair value of common stock, preferred stock, convertible debt, term loans or similar instruments issued by BXMT, and\n \n(h)\nborrowings under and any amounts available to be borrowed under certain credit facilities of our funds.\nOur carry funds are commitment-based drawdown structured funds that do not permit investors to redeem their interests at their election. Our funds of\nhedge funds, hedge funds, funds structured like hedge funds and other open-ended funds in our Real Estate, Credit & Insurance and Hedge Fund Solutions\nsegments generally have structures that afford an investor the right to withdraw or redeem their interests on a periodic basis (for example, annually,\nquarterly or monthly), typically with 2 to 95 days’ notice, depending on the fund and the liquidity profile of the underlying assets. In our Perpetual Capital\nvehicles where redemption rights exist, Blackstone has the ability to fulfill redemption requests only (a) in Blackstone’s or the vehicles’ board’s discretion, as\napplicable, or (b) to the extent there is sufficient new capital. Investment advisory agreements related to certain separately managed accounts in our\nCredit & Insurance and Hedge Fund Solutions segments, excluding our BIS separately managed accounts, may generally be terminated by an investor on\n30 to 90 days’ notice. Our BIS separately managed accounts can generally only be terminated for long-term underperformance, cause and certain other\nlimited circumstances, in each case subject to Blackstone's right to cure.\n \n92\n\n\nFee-Earning Assets Under Management refers to the assets we manage on which we derive management fees and/or performance revenues. We\nbelieve this measure is useful to stockholders as it provides insight into the capital base upon which we can earn management fees and/or performance\nrevenues. Our Fee-Earning Assets Under Management equals the sum of:\n \n \n(a)\nfor our Private Equity segment funds and Real Estate segment carry funds, including certain BREDS and Hedge Fund Solutions funds, the\namount of capital commitments, remaining invested capital, fair value, net asset value or par value of assets held, depending on the fee terms of\nthe fund,\n \n(b)\nfor our credit-focused carry funds, the amount of remaining invested capital (which may include leverage) or net asset value, depending on the\nfee terms of the fund,\n \n(c)\nthe remaining invested capital or fair value of assets held in co-investment vehicles managed by us on which we receive fees,\n \n(d)\nthe net asset value of our funds of hedge funds, hedge funds, BPP, certain co-investments managed by us, certain registered investment\ncompanies, BREIT, BEPIF, and certain of our Hedge Fund Solutions drawdown funds,\n \n(e)\nthe invested capital, fair value of assets or the net asset value we manage pursuant to separately managed accounts,\n \n(f)\nthe net proceeds received from equity offerings and accumulated distributable earnings of BXMT, subject to certain adjustments,\n \n(g)\nthe aggregate par amount of collateral assets, including principal cash, of our CLOs, and\n \n(h)\nthe gross amount of assets (including leverage) or the net assets (plus leverage where applicable) for certain of our credit-focused registered\ninvestment companies.\nEach of our segments may include certain Fee-Earning Assets Under Management on which we earn performance revenues but not management\nfees.\nOur calculations of Total Assets Under Management and Fee-Earning Assets Under Management may differ from the calculations of other asset\nmanagers, and as a result this measure may not be comparable to similar measures presented by other asset managers. In addition, our calculation of Total\nAssets Under Management includes commitments to, and the fair value of, invested capital in our funds from Blackstone and our personnel, regardless of\nwhether such commitments or invested capital are subject to fees. Our definitions of Total Assets Under Management and Fee-Earning Assets Under\nManagement are not based on any definition of Total Assets Under Management and Fee-Earning Assets Under Management that is set forth in the\nagreements governing the investment funds that we manage.\nFor our carry funds, Total Assets Under Management includes the fair value of the investments held and uncalled capital commitments, whereas Fee-\nEarning Assets Under Management may include the total amount of capital commitments or the remaining amount of invested capital at cost depending on\nwhether the investment period has expired or as specified by the fee terms of the fund. As such, in certain carry funds Fee-Earning Assets Under\nManagement may be greater than Total Assets Under Management when the aggregate fair value of the remaining investments is less than the cost of\nthose investments.\nPerpetual Capital\nPerpetual Capital refers to the component of assets under management with an indefinite term, that is not in liquidation, and for which there is no\nrequirement to return capital to investors through redemption requests in the ordinary course of business, except where funded by new capital inflows.\nPerpetual Capital includes co-investment capital with an investor right to convert into Perpetual Capital. We believe this measure is useful to\n \n93\nstockholders as it represents capital we manage that has a longer duration and the ability to generate recurring revenues in a different manner than\ntraditional fund structures.\nDry Powder\nDry Powder represents the amount of capital available for investment or reinvestment, including general partner and employee capital, and is an\nindicator of the capital we have available for future investments. We believe this measure is useful to stockholders as it provides insight into the extent to\nwhich capital is available for Blackstone to deploy capital into investment opportunities as they arise.\nInvested Performance Eligible Assets Under Management\nInvested Performance Eligible Assets Under Management represents invested capital at fair value, including capital closed for funds whose investment\nperiod has not yet commenced, on which performance revenues could be earned if certain hurdles are met. We believe Invested Performance Eligible\nAssets Under Management is useful to stockholders as it provides insight into the capital deployed that has the potential to generate performance revenues.\nRecent Tax Developments\nRecent and future changes to tax laws and regulations may create uncertainty for our business and investment strategies and could have an adverse\nimpact on us. For example, the recently enacted Inflation Reduction Act imposes, among other things, a minimum “book” tax on certain large corporations\nand creates a new excise tax on net stock repurchases made by certain publicly traded corporations after December 31, 2022. While the application of this\nnew law is uncertain and we continue to evaluate its potential impact, these changes could materially change the amount and/or timing of tax Blackstone\nInc. may be required to pay. For further discussion of potential consequences of changes in tax regulations, please see “— Item 1A. Risk Factors – Risks\nRelated to Our Business – Changes in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse interpretation of\nthese items by tax authorities could adversely affect us, including by adversely impacting our effective tax rate and tax liability.”\nConsolidated Results of Operations\nFollowing is a discussion of our consolidated results of operations. For a more detailed discussion of the factors that affected the results of our four\nbusiness segments (which are presented on a basis that deconsolidates the investment funds, eliminates non-controlling ownership interests in\nBlackstone’s consolidated operating partnerships and removes the amortization of intangibles assets and Transaction-Related Charges) in these periods,\nsee “—Segment Analysis” below.\n \n94\nThe following table sets forth information regarding our consolidated results of operations and certain key operating metrics for the years ended\nDecember 31, 2022, 2021 and 2020:\n \n \n \nYear Ended December 31,\n \n2022 vs. 2021\n  \n2021 vs. 2020\n \n \n2022\n \n2021\n \n2020\n \n$\n \n%\n  \n$\n \n%\n  \n \n \n(Dollars in Thousands)\n\n\nRevenues\n \n \n \n \n \n  \n \nManagement and Advisory Fees, Net\n $ 6,303,315  $ 5,170,707  $4,092,549  $\n1,132,608   22%   $ 1,078,158   26% \n  \nIncentive Fees\n  \n525,127   \n253,991   \n138,661   \n271,136   107%    \n115,330   83% \n  \nInvestment Income (Loss)\n \n \n \n \n \n  \n \nPerformance Allocations\n \n \n \n \n \n  \n \nRealized\n  5,381,640   \n5,653,452   2,106,000   \n(271,812)   -5%    \n3,547,452   168% \nUnrealized\n  (3,435,056)   \n8,675,246   \n(384,393)   (12,110,302)   \nn/m    \n9,059,639   \nn/m \nPrincipal Investments\n \n \n \n \n \n  \n \nRealized\n  \n850,327   \n1,003,822   \n391,628   \n(153,495)   -15%    \n612,194   156% \nUnrealized\n  (1,563,849)   \n1,456,201   \n(114,607)   \n(3,020,050)   \nn/m    \n1,570,808   \nn/m \n  \nTotal Investment Income\n  1,233,062   16,788,721   1,998,628   (15,555,659)   -93%    14,790,093   740% \n  \nInterest and Dividend Revenue\n  \n271,612   \n160,643   \n125,231   \n110,969   69%    \n35,412   28% \nOther\n  \n184,557   \n203,086   \n(253,142)   \n(18,529)   -9%    \n456,228   \nn/m \n  \nTotal Revenues\n  8,517,673   22,577,148   6,101,927   (14,059,475)   -62%    16,475,221   270% \n  \nExpenses\n \n \n \n \n \n  \n \nCompensation and Benefits\n \n \n \n \n \n  \n \nCompensation\n  2,569,780   \n2,161,973   1,855,619   \n407,807   19%    \n306,354   17% \nIncentive Fee Compensation\n  \n207,998   \n98,112   \n44,425   \n109,886   112%    \n53,687   121% \nPerformance Allocations Compensation\n \n \n \n \n \n  \n \nRealized\n  2,225,264   \n2,311,993   \n843,230   \n(86,729)   -4%    \n1,468,763   174% \nUnrealized\n  (1,470,588)   \n3,778,048   \n(154,516)   \n(5,248,636)   \nn/m    \n3,932,564   \nn/m \n  \nTotal Compensation and Benefits\n  3,532,454   \n8,350,126   2,588,758   \n(4,817,672)   -58%    \n5,761,368   223% \nGeneral, Administrative and Other\n  1,092,671   \n917,847   \n711,782   \n174,824   19%    \n206,065   29% \nInterest Expense\n  \n317,225   \n198,268   \n166,162   \n118,957   60%    \n32,106   19% \nFund Expenses\n  \n30,675   \n10,376   \n12,864   \n20,299   196%    \n(2,488)   -19% \n  \nTotal Expenses\n  4,973,025   \n9,476,617   3,479,566   \n(4,503,592)   -48%    \n5,997,051   172% \n  \nOther Income (Loss)\n \n \n \n \n \n  \n \nChange in Tax Receivable Agreement Liability\n  \n22,283   \n(2,759)   \n(35,383)   \n25,042   \nn/m    \n32,624   -92% \nNet Gains from Fund Investment Activities\n  \n(105,142)   \n461,624   \n30,542   \n(566,766)   \nn/m    \n431,082   \nn/m \n  \nTotal Other Income (Loss)\n  \n(82,859)   \n458,865   \n(4,841)   \n(541,724)   \nn/m    \n463,706   \nn/m \n  \nIncome Before Provision for Taxes\n  3,461,789   13,559,396   2,617,520   (10,097,607)   -74%    10,941,876   418% \nProvision for Taxes\n  \n472,880   \n1,184,401   \n356,014   \n(711,521)   -60%    \n828,387   233% \n  \nNet Income\n  2,988,909   12,374,995   2,261,506   \n(9,386,086)   -76%    10,113,489   447% \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in\nConsolidated Entities\n  \n(142,890)   \n5,740   \n(13,898)   \n(148,630)   \nn/m    \n19,638   \nn/m \nNet Income Attributable to Non- Controlling Interests in Consolidated Entities\n  \n107,766   \n1,625,306   \n217,117   \n(1,517,540)   -93%    \n1,408,189   649% \nNet Income Attributable to Non- Controlling Interests in Blackstone Holdings\n  1,276,402   \n4,886,552   1,012,924   \n(3,610,150)   -74%    \n3,873,628   382% \n  \nNet Income Attributable to Blackstone Inc.\n $ 1,747,631  $ 5,857,397  $1,045,363  $ (4,109,766)   -70%   $ 4,812,034   460% \n  \n \nn/m Not meaningful.\n \n95\nYear Ended December 31, 2022 Compared to Year Ended December 31, 2021\nRevenues\nRevenues were $8.5 billion for the year ended December 31, 2022, a decrease of $14.1 billion, or 62%, compared to $22.6 billion for the year ended\nDecember 31, 2021. The decrease in Revenues was primarily attributable to a decrease of $15.6 billion in Investment Income (Loss), which is composed of\ndecreases of $15.1 billion in Unrealized Investment Income (Loss) and $425.3 million in Realized Investment Income (Loss).\nThe $15.1 billion decrease in Unrealized Investment Income (Loss) was primarily attributable to net unrealized depreciation of investments in the year\nended December 31, 2022 compared to net unrealized appreciation of investment holdings in the year ended December 31, 2021 in the segments. Principal\ndrivers of the decrease were:\n \n \n•\n \nA decrease of $6.7 billion in our Real Estate segment, primarily attributable to lower net unrealized appreciation of investments in BREP and\nCore+ during the year ended December 31, 2022 compared to the year ended December 31, 2021. BREP and Core+ carrying value increased\n7.1% and 10.3%, respectively, in the year ended December 31, 2022 compared to increases of 43.8% and 25.0%, respectively, in the year\nended December 31, 2021.\n \n•\n \nA decrease of $5.6 billion in our Private Equity segment, primarily attributable to net unrealized depreciation of investments in corporate private\nequity and lower net unrealized appreciation in Strategic Partners in the year ended December 31, 2022 compared to net unrealized\nappreciation of investments in the year ended December 31, 2021. Corporate private equity and Strategic Partners carrying value decreased\n0.6% and increased 8.5%, respectively, in the year ended December 31, 2022 compared to increases of 42.2% and 61.2%, respectively, in the\nyear ended December 31, 2021.\n \n•\n \nA decrease of $1.3 billion in our Credit & Insurance segment, primarily attributable to an unrealized loss on the ownership of Corebridge\ncommon stock based on the publicly traded price as of December 31, 2022.\nThe $425.3 million decrease in Realized Investment Income (Loss) was primarily attributable to lower realized gains in our Private Equity segment,\noffset by higher realized gains in our Real Estate segment.\nThe $1.1 billion increase in Management and Advisory Fees, Net was primarily due to increases in our Real Estate and Credit & Insurance segments of\n$570.8 million and $455.8 million, respectively. The increase in our Real Estate segment was primarily due to Fee-Earning Assets Under Management\ngrowth in Core+ real estate. The increase in our Credit & Insurance segment was primarily due to an increase in inflows in BCRED.\nExpenses\nExpenses were $5.0 billion for the year ended December 31, 2022, a decrease of $4.5 billion, compared to $9.5 billion for the year ended\nDecember 31, 2021. The decrease was primarily attributable to a decrease of $4.8 billion in Total Compensation and Benefits, composed of a decrease of\n$5.3 billion in Performance Allocations Compensation and an increase of $407.8 million in Compensation. The decrease in Performance Allocations\nCompensation was primarily due to the decrease in Investment Income (Loss) – Performance Allocations, on which a portion of Performance Allocations\nCompensation is based.\nOther Income (Loss)\nOther Income (Loss) was $(82.9) million for the year ended December 31, 2022, a decrease of $541.7 million, compared to $458.9 million for the year\nended December 31, 2021. The decrease in Other Income (Loss) was due to a decrease of $566.8 million in Net Gains (Losses) from Fund Investment\nActivities, partially offset by an increase of $25.0 million in Change in Tax Receivable Agreement Liability.\n \n96\n\n\nThe decrease in Net Gains (Losses) from Fund Investment Activities was principally driven by decreases of $265.4 million, $159.8 million and\n$111.2 million in our Private Equity, Real Estate and Hedge Fund Solutions segments, respectively. The decrease in our Private Equity segment was\nprimarily due to unrealized depreciation and lower realized gains of investments in our consolidated private equity funds. The decreases in our Real Estate\nand Hedge Fund Solutions segments were primarily due to unrealized depreciation of investments in our consolidated real estate and hedge fund solutions\nfunds.\nThe increase in Change in Tax Receivable Agreement Liability was primarily attributable to a change in our state tax apportionment.\nProvision (Benefit) for Taxes\nBlackstone’s Provision for Taxes for the year ended December 31, 2022 was $472.9 million, a decrease of $711.5 million, compared to $1.2 billion for\nthe year ended December 31, 2021. This resulted in an effective tax rate of 13.7% and 8.7% based on our Income Before Provision for Taxes of $3.5 billion\nand $13.6 billion for the years ended December 31, 2022 and 2021, respectively.\nThe increase in Blackstone’s effective tax rate for the year ended December 31, 2022, compared to the year ended December 31, 2021, resulted\nprimarily from recent increases in Blackstone’s state tax provisions for the jurisdictions in which it operates and larger benefits recorded in December 31,\n2021 for valuation allowance releases.\nDuring the year ended December 31, 2022, Blackstone recorded an out-of-period adjustment to revise the book investment basis used to calculate\ndeferred tax assets and the deferred tax provision. The cumulative impact of the correction related to prior years resulted in a decrease in the Provision for\nTaxes and a corresponding increase to Deferred Tax Assets for the year ended December 31, 2022.\nAdditional information regarding our income taxes can be found in “— Item 8. Financial Statements and Supplementary Data — Notes to Consolidated\nFinancial Statements — Note 15. Income Taxes” of this filing.\nNon-Controlling Interests in Consolidated Entities\nThe Net Income Attributable to Redeemable Non-Controlling Interests in Consolidated Entities and Net Income Attributable to Non-Controlling Interests\nin Consolidated Entities is attributable to the consolidated Blackstone Funds. The amounts of these items vary directly with the performance of the\nconsolidated Blackstone Funds and largely eliminate the amount of Other Income (Loss) — Net Gains (Losses) from Fund Investment Activities from the\nNet Income (Loss) Attributable to Blackstone Inc.\nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings is derived from the Income Before Provision (Benefit) for Taxes at the\nBlackstone Holdings level, excluding the Net Gains (Losses) from Fund Investment Activities and the percentage allocation of the income between\nBlackstone personnel and others who are limited partners of Blackstone Holdings and Blackstone after considering any contractual arrangements that\ngovern the allocation of income such as fees allocable to Blackstone.\nFor the years ended December 31, 2022 and 2021, the Net Income Before Taxes allocated to Blackstone personnel and others who are limited\npartners of Blackstone Holdings was 39.7% and 41.3%, respectively. The decrease of 1.6% was primarily due to the conversion of Blackstone Holdings\nPartnership Units to shares of common stock and the vesting of shares of common stock.\nThe Other Income (Loss) — Change in Tax Receivable Agreement Liability was entirely allocated to Blackstone Inc.\n \n97\nOperating Metrics\nTotal and Fee-Earning Assets Under Management\nThe following graphs and tables summarize the Fee-Earning Assets Under Management by Segment and Total Assets Under Management by\nSegment, followed by a rollforward of activity for the years ended December 31, 2022, 2021 and 2020. For a description of how Assets Under Management\nand Fee-Earning Assets Under Management are determined, please see “—Key Financial Measures and Indicators — Operating Metrics — Total and Fee-\nEarning Assets Under Management.”\n \n\n\n \nNote: Totals may not add due to rounding.\n \n98\n \n \nYear Ended December 31,\n \n \n2022\n \n2021\n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \n \n(Dollars in Thousands)\nFee-Earning Assets\nUnder Management  \n \n \n \n \n \n \n \n \n \nBalance, Beginning\nof Period\n $ 221,476,699 \n $ 156,556,959 \n $ 197,900,832 \n $\n74,034,568 \n $ 649,969,058 \n $ 149,121,461 \n $ 129,539,630 \n $ 116,645,413 \n $\n74,126,610 \n $ 469,433,114 \nInflows (a)\n  \n98,569,361 \n  \n20,408,720 \n  \n43,116,181 \n  \n10,175,526 \n  172,269,788 \n  \n73,051,751 \n  \n37,527,024 \n  103,311,869 \n  \n10,656,310 \n  224,546,954 \nOutflows (b)\n  \n(20,168,572)   \n(3,799,650)   \n(22,426,317)   \n(11,698,834)   \n(58,093,373)   \n(3,092,934)   \n(3,693,890)   \n(11,948,060)   \n(14,704,010)   \n(33,438,894) \nNet Inflows\n(Outflows)\n  \n78,400,789 \n  \n16,609,070 \n  \n20,689,864 \n  \n(1,523,308)   114,176,415 \n  \n69,958,817 \n  \n33,833,134 \n  \n91,363,809 \n  \n(4,047,700)   191,108,060 \nRealizations (c)\n  \n(22,661,825)   \n(9,111,472)   \n(8,644,654)   \n(1,988,241)   \n(42,406,192)   \n(14,210,387)   \n(13,187,981)   \n(12,775,234)   \n(1,569,057)   \n(41,742,659) \nMarket Activity (d)\n(g)\n  \n4,751,490 \n  \n3,028,295 \n  \n(11,783,111)   \n650,933 \n  \n(3,352,393)   \n16,606,808 \n  \n6,372,176 \n  \n2,666,844 \n  \n5,524,715 \n  \n31,170,543 \nBalance, End of\nPeriod (e)\n $ 281,967,153 \n $ 167,082,852 \n $ 198,162,931 \n $\n71,173,952 \n $ 718,386,888 \n $ 221,476,699 \n $ 156,556,959 \n $ 197,900,832 \n $\n74,034,568 \n $ 649,969,058 \nIncrease\n(Decrease)\n $\n60,490,454 \n $\n10,525,893 \n $\n262,099 \n $\n(2,860,616)  $\n68,417,830 \n $\n72,355,238 \n $\n27,017,329 \n $\n81,255,419 \n $\n(92,042)  $ 180,535,944 \nIncrease\n(Decrease)\n  \n27%   \n7%   \n—   \n  \n-4%   \n11%   \n49%   \n21%   \n70%   \n—   \n  \n38% \nAnnualized Base\nManagement\nFee Rate (f)\n  \n0.97%   \n1.10%   \n0.62%   \n0.77%   \n0.88%   \n1.09%   \n1.10%   \n0.55%   \n0.86%   \n0.92% \n \n \n \nYear Ended December 31,\n  \n  \n  \n  \n  \n \n \n2020\n  \n  \n  \n  \n  \n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n  \n  \n  \n  \n  \n \n \n(Dollars in Thousands)\n  \n  \n  \n  \n  \nFee-Earning Assets\nUnder\nManagement\n \n \n \n \n \n \n \n \n \n \nBalance,\nBeginning of\nPeriod\n $ 128,214,137 \n $\n97,773,964 \n $ 106,450,747 \n $\n75,636,004 \n $ 408,074,852 \n \n \n \n \n \nInflows (a)\n  \n28,071,474 \n  \n45,359,946 \n  \n26,035,009 \n  \n9,712,930 \n  109,179,359 \n \n \n \n \n \nOutflows (b)\n  \n(3,517,881)   \n(5,956,364)   \n(9,417,126)   \n(12,538,753)   \n(31,430,124)  \n \n \n \n \nNet Inflows\n(Outflows)\n  \n24,553,593 \n  \n39,403,582 \n  \n16,617,883 \n  \n(2,825,823)   \n77,749,235 \n \n \n \n \n \nRealizations (c)  \n(9,007,492)   \n(7,290,931)   \n(5,506,288)   \n(1,346,147)   \n(23,150,858)  \n \n \n \n \nMarket Activity\n(d)(g)\n  \n5,361,223 \n  \n(346,985)   \n(916,929)   \n2,662,576 \n  \n6,759,885 \n \n \n \n \n \nBalance, End\nof Period (e)  $ 149,121,461 \n $ 129,539,630 \n $ 116,645,413 \n $\n74,126,610 \n $ 469,433,114 \n                                                                                                                                                        \nIncrease\n(Decrease)\n $\n20,907,324 \n $\n31,765,666 \n $\n10,194,666 \n $\n(1,509,394)  $\n61,358,262 \n \n \n \n \n \nIncrease\n(Decrease)\n  \n16%   \n32%   \n10%   \n-2%   \n15%  \n \n \n \n \nAnnualized\nBase\nManagement\nFee Rate (f)\n  \n1.14%   \n1.00%   \n0.57%   \n0.81%   \n0.91%  \n \n \n \n \n \n\n\n99\n \n \nYear Ended December 31,\n \n \n2022\n \n2021\n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \n \n(Dollars in Thousands)\nTotal Assets Under\nManagement\n \n \n \n \n \n \n \n \n \n \nBalance, Beginning\nof Period\n $ 279,474,105 \n $ 261,471,007 \n $ 258,622,467 \n $\n81,334,141 \n $ 880,901,720 \n $ 187,191,247 \n $ 197,549,222 \n $ 154,393,590 \n $\n79,422,869 \n $ 618,556,928 \nInflows (a)\n  \n90,199,877 \n  \n52,706,725 \n  \n72,038,472 \n  \n11,094,365 \n  226,039,439 \n  \n75,257,777 \n  \n53,858,227 \n  129,433,685 \n  \n11,921,965 \n  270,471,654 \nOutflows (b)\n  \n(13,577,103)   \n(3,989,728)   \n(22,995,061)   \n(11,499,687)   \n(52,061,579)   \n(5,145,881)   \n(2,969,032)   \n(13,411,898)   \n(14,562,917)   \n(36,089,728) \nNet Inflows\n(Outflows)\n  \n76,622,774 \n  \n48,716,997 \n  \n49,043,411 \n  \n(405,322)   173,977,860 \n  \n70,111,896 \n  \n50,889,195 \n  116,021,787 \n  \n(2,640,952)   234,381,926 \nRealizations (c)\n  \n(37,061,836)   \n(24,235,386)   \n(18,352,741)   \n(2,117,677)   \n(81,767,640)   \n(19,490,016)   \n(36,616,307)   \n(19,475,414)   \n(1,627,766)   \n(77,209,503) \nMarket Activity (d)\n(h)\n  \n7,111,861 \n  \n2,949,524 \n  \n(9,405,107)   \n904,859 \n  \n1,561,137 \n  \n41,660,978 \n  \n49,648,897 \n  \n7,682,504 \n  \n6,179,990 \n  105,172,369 \nBalance, End of\nPeriod (e)\n $ 326,146,904 \n $ 288,902,142 \n $ 279,908,030 \n $\n79,716,001 \n $ 974,673,077 \n $ 279,474,105 \n $ 261,471,007 \n $ 258,622,467 \n $\n81,334,141 \n $ 880,901,720 \nIncrease\n(Decrease)\n $\n46,672,799 \n $\n27,431,135 \n $\n21,285,563 \n $\n(1,618,140)  $\n93,771,357 \n $\n92,282,858 \n $\n63,921,785 \n $ 104,228,877 \n $\n1,911,272 \n $ 262,344,792 \nIncrease\n(Decrease)\n  \n17%   \n10%   \n8%   \n-2%   \n11%   \n49%   \n32%   \n68%   \n2%   \n42% \n \n \n \nYear Ended December 31,\n  \n  \n  \n  \n  \n \n \n2020\n  \n  \n  \n  \n  \n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n  \n  \n  \n  \n  \n \n \n(Dollars in Thousands)\n  \n  \n  \n  \n  \nTotal Assets\nUnder\nManagement\n \n \n \n \n \n \n \n \n \n \nBalance,\nBeginning\nof Period\n $ 163,156,064 \n $ 182,886,109 \n $ 144,342,178 \n $\n80,738,112 \n $ 571,122,463 \n \n \n \n \n \nInflows (a)\n  \n33,426,600 \n  \n23,030,463 \n  \n28,141,077 \n  \n10,415,356 \n  \n95,013,496 \n \n \n \n \n \nOutflows (b)\n  \n(3,836,842)   \n(2,707,863)   \n(9,380,391)   \n(13,353,437)   \n(29,278,533)  \n \n \n \n \nNet Inflows\n(Outflows)\n  \n29,589,758 \n  \n20,322,600 \n  \n18,760,686 \n  \n(2,938,081)   \n65,734,963 \n \n \n \n \n \nRealizations\n(c)\n  \n(16,256,579)   \n(17,304,777)   \n(7,670,738)   \n(1,392,894)   \n(42,624,988)  \n \n \n \n \nMarket\nActivity (d)\n(h)\n  \n10,702,004 \n  \n11,645,290 \n  \n(1,038,536)   \n3,015,732 \n  \n24,324,490 \n \n \n \n \n \nBalance, End\nof Period\n(e)\n $ 187,191,247 \n $ 197,549,222 \n $ 154,393,590 \n $\n79,422,869 \n $ 618,556,928 \n                                                                                                                                                        \nIncrease\n(Decrease)  $\n24,035,183 \n $\n14,663,113 \n $\n10,051,412 \n $\n(1,315,243)  $\n47,434,465 \n \n \n \n \n \nIncrease\n(Decrease)   \n15%   \n8%   \n7%   \n-2%   \n8%  \n \n \n \n \n \n100\n \n(a) Inflows include contributions, capital raised, other increases in available capital (recallable capital and increased side-by-side commitments),\npurchases, inter-segment allocations and acquisitions.\n(b) Outflows represent redemptions, client withdrawals and decreases in available capital (expired capital, expense drawdowns and decreased side-by-\nside commitments).\n(c)\nRealizations represent realization proceeds from the disposition or other monetization of assets, current income or capital returned to investors from\nCLOs.\n(d) Market activity includes realized and unrealized gains (losses) on portfolio investments and the impact of foreign exchange rate fluctuations.\n(e) Total and Fee-Earning Assets Under Management are reported in the segment where the assets are managed.\n(f)\nAnnualized Base Management Fee Rate represents annualized year to date Base Management Fee divided by the average of the beginning of year\nand each quarter end’s Fee-Earning Assets Under Management in the reporting period.\n(g) For the year ended December 31, 2022, the impact to Fee-Earning Assets Under Management from foreign exchange rate fluctuations was\n$(3.5) billion, $(123.5) million, $(1.7) billion, $(573.2) million, and $(5.9) billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund\nSolutions and Total segments, respectively. For the year ended December 31, 2021, the impact to Fee-Earning Assets Under Management from\nforeign exchange rate fluctuations was $(2.1) billion, $(1.1) billion and $(3.2) billion for the Real Estate, Credit & Insurance and Total segments,\nrespectively. For the year ended December 31, 2020, such impact was $2.4 billion, $1.0 billion and $3.5 billion for the Real Estate, Credit & Insurance\nand Total segments, respectively.\n(h) For the year ended December 31, 2022, the impact to Total Assets Under Management from foreign exchange rate fluctuations was $(6.6) billion,\n$(1.5) billion, $(2.1) billion, $(571.4) million, and $(10.8) billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund Solutions and Total\nsegments, respectively. For the year ended December 31, 2021, the impact to Total Assets Under Management from foreign exchange rate fluctuations\nwas $(3.2) billion, $(1.2) billion, $(1.2) billion and $(5.6) billion for the Real Estate, Private Equity, Credit & Insurance and Total segments, respectively.\nFor the year ended December 31, 2020, such impact was $4.2 billion, $642.6 million, $1.2 billion and $6.1 billion for the Real Estate, Private Equity,\nCredit & Insurance and Total segments, respectively.\nFee-Earning Assets Under Management\nFee-Earning Assets Under Management were $718.4 billion at December 31, 2022, an increase of $68.4 billion, or 11%, compared to $650.0 billion at\nDecember 31, 2021. The net increase was due to:\n \n \n•\n \nIn our Real Estate segment, an increase of $60.5 billion from $221.5 billion at December 31, 2021 to $282.0 billion at December 31, 2022. The\nnet increase was due to inflows of $98.6 billion and market appreciation of $4.8 billion, offset by realizations of $22.7 billion and outflows of\n$20.2 billion.\n \n \no\nInflows were driven by $38.7 billion from BREP and co-investment, primarily due to the commencement of the BREP X and BREP Asia III\ninvestment periods, $27.7 billion from BREIT, $17.8 billion from BREDS, primarily due to allocations of insurance capital and BREDS IV\nand $13.3 billion from BPP and co-investment.\n\n\n \no\nMarket appreciation was driven by appreciation of $9.6 billion from Core+ real estate (which reflected $2.8 billion of foreign exchange\ndepreciation), partially offset by investment depreciation of $4.8 billion from BREDS insurance vehicles and foreign exchange depreciation\nof $639.2 million from BREP and co-investment.\n \no\nRealizations were driven by $7.7 billion from BREIT, $7.4 billion from BREDS, $3.9 billion from BREP and co-investment and $3.6 billion\nfrom BPP and co-investment.\n \n101\n \no\nOutflows were driven by $10.6 billion from BREIT repurchases, $7.1 billion from BREP and co-investment from uninvested reserves at the\nend of BREP IX’s and BREP Asia II’s investment periods and $2.1 billion from BPP and co-investment.\n \n \n•\n \nIn our Private Equity segment, an increase of $10.5 billion from $156.6 billion at December 31, 2021 to $167.1 billion at December 31, 2022.\nThe net increase was due to inflows of $20.4 billion and market appreciation of $3.0 billion, offset by realizations of $9.1 billion and outflows of\n$3.8 billion.\n \n \no\nInflows were driven by $9.0 billion from Strategic Partners, $6.0 billion from BIP, $2.9 billion from Tactical Opportunities and $1.5 billion\nfrom corporate private equity.\n \no\nMarket appreciation was driven by $2.9 billion from BIP.\n \no\nRealizations were driven by $3.4 billion from Strategic Partners, $2.6 billion from Tactical Opportunities and $2.3 billion from corporate\nprivate equity.\n \no\nOutflows were driven by $2.3 billion in BIP resulting from the change in the calculation of management fees to exclude unfunded\ncommitments, $469.3 million in Tactical Opportunities, $381.4 million in multi-asset products and $369.8 million from corporate private\nequity.\n \n \n•\n \nIn our Credit & Insurance segment, an increase of $262.1 million from $197.9 billion at December 31, 2021 to $198.2 billion at\nDecember 31, 2022. The net increase was due to inflows of $43.1 billion, offset by outflows of $22.4 billion, market depreciation of $11.8 billion\nand realizations of $8.6 billion.\n \n \no\nInflows were driven by $19.4 billion from direct lending, $7.4 billion from CLOs, $5.6 billion from asset-based finance and $4.0 billion from\nliquid credit strategies.\n \no\nOutflows were driven by $11.3 billion from liquid credit strategies, $3.5 billion from direct lending, $3.2 billion from MLP strategies, and\n$3.0 billion from BIS.\n \no\nMarket depreciation was driven by depreciation of $8.3 billion from liquid credit strategies and $3.1 billion from private placement credit,\nwhich included $1.7 billion of foreign exchange depreciation across the segment.\n \no\nRealizations were driven by $3.1 billion from direct lending and $2.1 billion from CLOs.\n \n \n•\n \nIn our Hedge Fund Solutions segment, a decrease of $2.9 billion from $74.0 billion at December 31, 2021 to $71.2 billion at December 31, 2022.\nThe net decrease was due to outflows of $11.7 billion and realizations of $2.0 billion, offset by inflows of $10.2 billion and market appreciation of\n$650.9 million.\n \n \no\nOutflows were driven by $5.0 billion from customized solutions, $3.6 billion from liquid and specialized solutions and $3.1 billion from\ncommingled products.\n \no\nRealizations were driven by $1.9 billion from liquid and specialized solutions.\n \no\nInflows were driven by $7.9 billion from liquid and specialized solutions and $1.9 billion from customized solutions.\n \no\nMarket appreciation was driven by $1.2 billion from customized solutions, partially offset by decreases of $308.3 million from liquid and\nspecialized solutions and $223.1 million from commingled products.\nTotal Assets Under Management\nTotal Assets Under Management were $974.7 billion at December 31, 2022, an increase of $93.8 billion, or 11%, compared to $880.9 billion at\nDecember 31, 2021. The net increase was due to:\n \n102\n \n•\n \nIn our Real Estate segment, an increase of $46.7 billion from $279.5 billion at December 31, 2021 to $326.1 billion at December 31, 2022. The\nnet increase was due to inflows of $90.2 billion and market appreciation of $7.1 billion, offset by realizations of $37.1 billion and outflows of\n$13.6 billion.\n \n \no\nInflows were driven by $34.0 billion from BREP, primarily from BREP X and BREP Asia III, $27.7 billion from BREIT, $14.5 billion from\nBREDS, primarily due to allocations of insurance capital and BREDS V, and $12.9 billion from BPP and co-investment.\n \no\nMarket appreciation was driven by $9.7 billion from Core+ real estate and $3.5 billion from BREP and co-investment, partially offset by a\ndecrease of $4.8 billion in BREDS insurance vehicles, all of which included $6.6 billion of foreign exchange depreciation across the\nsegment.\n \no\nRealizations were driven by $22.3 billion from BREP and co-investment, $7.7 billion from BREIT, $3.7 billion from BPP and co-investment\nand $3.3 billion from BREDS.\n \no\nOutflows were driven by $10.6 billion from BREIT and $2.1 billion from BPP and co-investment.\n \n \n•\n \nIn our Private Equity segment, an increase of $27.4 billion from $261.5 billion at December 31, 2021 to $288.9 billion at December 31, 2022.\nThe net increase was due to inflows of $52.7 billion and market appreciation of $2.9 billion, offset by realizations of $24.2 billion and outflows of\n$4.0 billion.\n \n \no\nInflows were driven by $19.7 billion from corporate private equity, $14.2 billion from Strategic Partners, $9.7 billion from BIP, $4.2 billion\nfrom Tactical Opportunities and $3.9 billion from BXG.\n \no\nMarket appreciation was driven by $3.4 billion from BIP and $2.6 billion from Strategic Partners, partially offset by depreciation of\n$2.2 billion from corporate private equity.\n \no\nRealizations were driven by $10.5 billion from corporate private equity, $7.4 billion from Strategic Partners and $5.1 billion from Tactical\nOpportunities.\n \no\nOutflows were driven by $1.6 billion from Strategic Partners, $838.6 million from Tactical Opportunities and $796.0 million from corporate\nprivate equity.\n \n\n\n \n•\n \nIn our Credit & Insurance segment, an increase of $21.3 billion from $258.6 billion at December 31, 2021 to $279.9 billion at\nDecember 31, 2022. The net increase was due to inflows of $72.0 billion, offset by outflows of $23.0 billion, realizations of $18.4 billion and\nmarket depreciation of $9.4 billion.\n \n \no\nInflows were driven by $43.7 billion from direct lending, $7.5 billion from CLOs, $6.1 billion from our energy strategies, $5.7 billion from\nasset-based finance and $5.4 billion from liquid credit strategies.\n \no\nOutflows were driven by $11.6 billion from liquid credit strategies, $3.8 billion from direct lending, $3.5 billion from MLP strategies and\n$3.0 billion from BIS.\n \no\nRealizations were driven by $10.5 billion from direct lending and $2.1 billion from CLOs.\n \no\nMarket depreciation was driven by depreciation of $8.4 billion from liquid credit strategies and $3.1 billion from private placement credit, all\nof which included $2.1 billion of foreign exchange depreciation across the segment.\n \n \n•\n \nIn our Hedge Fund Solutions segment, a decrease of $1.6 billion from $81.3 billion at December 31, 2021 to $79.7 billion at December 31, 2022.\nThe net decrease was due to outflows of $11.5 billion and realizations of $2.1 billion, offset by inflows of $11.1 billion and market appreciation of\n$904.9 million.\n \n \no\nOutflows were driven by $5.0 billion from customized solutions, $3.3 billion from liquid and specialized solutions and $3.2 billion from\ncommingled products.\n \no\nRealizations were driven by $2.1 billion from liquid and specialized solutions.\n \n103\n \no\nInflows were driven by $9.0 billion from liquid and specialized solutions and $1.7 billion from customized solutions.\n \no\nMarket appreciation was driven by $1.4 billion from customized solutions, partially offset by decreases of $236.4 million from liquid and\nspecialized solutions and $218.0 million from commingled products.\nDry Powder\nThe following presents our Dry Powder as of December 31 of each year:\n \n \nNote:     Totals may not add due to rounding.\n(a) Represents illiquid drawdown funds, a component of Perpetual Capital and fee-paying co-investments; includes fee-paying third party capital as well as\ngeneral partner and employee capital that does not earn fees. Amounts are reduced by outstanding capital commitments, for which capital has not yet\nbeen invested.\nNet Accrued Performance Revenues\nThe following table presents the Accrued Performance Revenues, net of performance compensation, of the Blackstone Funds as of\nDecember 31, 2022 and 2021. Net Accrued Performance Revenues presented do not include clawback amounts, if any, which are disclosed in Note 19.\n“Commitments and Contingencies — Contingencies — Contingent Obligations (Clawback)” in the “Notes to Consolidated Financial Statements” in “—\nItem 8. Financial Statements and Supplementary Data” of this filing. See “— Non-GAAP Financial Measures” for our reconciliation of Net Accrued\nPerformance Revenues.\n \n104\n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n  \n \n  \n(Dollars in Millions)\nReal Estate\n  \n  \nBREP IV\n  $\n6   $\n22 \nBREP V\n   \n4    \n36 \nBREP VI\n   \n21    \n33 \nBREP VII\n   \n115    \n481 \nBREP VIII\n   \n749    \n962 \nBREP IX\n   \n1,011    \n901 \nBREP Europe IV\n   \n48    \n89 \nBREP Europe V\n   \n44    \n521 \n\n\nBREP Europe VI\n   \n49    \n253 \nBREP Asia I\n   \n108    \n126 \nBREP Asia II\n   \n119    \n162 \nBPP\n   \n633    \n505 \nBEPIF\n   \n—    \n2 \nBREDS\n   \n11    \n46 \nBTAS\n   \n25    \n57 \n  \n  \nTotal Real Estate (a)\n   \n2,944    \n4,197 \n  \n  \nPrivate Equity\n  \n  \nBCP IV\n   \n6    \n8 \nBCP V\n   \n20    \n45 \nBCP VI\n   \n459    \n469 \nBCP VII\n   \n870    \n1,313 \nBCP VIII\n   \n256    \n275 \nBCP Asia I\n   \n144    \n380 \nBEP I\n   \n37    \n27 \nBEP II\n   \n27    \n— \nBEP III\n   \n136    \n68 \nBCEP I\n   \n205    \n214 \nTactical Opportunities\n   \n234    \n382 \nBXG\n   \n—    \n36 \nStrategic Partners\n   \n512    \n489 \nBIP\n   \n193    \n— \nBXLS\n   \n25    \n21 \nBTAS/Other\n   \n174    \n211 \n  \n  \nTotal Private Equity (a)\n   \n3,298    \n3,939 \n  \n  \nCredit & Insurance\n   \n312    \n323 \n  \n  \nHedge Fund Solutions\n   \n282    \n280 \n  \n  \nTotal Blackstone Net Accrued Performance Revenues\n  $\n6,835   $\n8,738 \n  \n  \n \nNote:     Totals may not add due to rounding.\n(a) Real Estate and Private Equity include co-investments, as applicable\nFor the year ended December 31, 2022, Net Accrued Performance Revenues receivable decreased due to net realized distributions of $3.5 billion,\npartially offset by net performance revenues of $1.6 billion.\n \n105\nInvested Performance Eligible Assets Under Management\nThe following presents our Invested Performance Eligible Assets Under Management as of December 31 of each year:\n \n \nNote:     Totals may not add due to rounding.\n \n106\n\n\nPerpetual Capital\nThe following presents our Perpetual Capital Total Assets Under Management as of December 31 of each year:\n \n \nNote:     Totals may not add due to rounding.\nPerpetual Capital Total Assets Under Management were $371.1 billion as of December 31, 2022, an increase of $57.8 billion, or 18%, compared to\n$313.4 billion as of December 31, 2021. Perpetual Capital Total Assets Under Management in our Real Estate, Credit & Insurance and Private Equity\nsegments increased $32.1 billion, $13.9 billion and $12.1 billion, respectively. Principal drivers of these increases were:\n \n \n•\n \nIn our Real Estate segment, net Total Assets Under Management growth in BREIT, BPP and insurance capital managed in the Real Estate\nsegment resulted in increases of $14.4 billion, $12.2 billion and $5.6 billion, respectively.\n \n•\n \nIn our Credit & Insurance segment, net Total Assets Under Management growth in direct lending resulted in an increase of $23.7 billion, partially\noffset by a decrease of $9.6 billion related to BIS, which includes $5.6 billion of allocations to other segments.\n \n107\n \n•\n \nIn our Private Equity segment, net Total Assets Under Management growth in BIP resulted in an increase of $12.1 billion.\nInvestment Records\nFund returns information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of\noperations for the periods presented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of\nBlackstone and is also not necessarily indicative of the future performance of any particular fund. An investment in Blackstone is not an investment in any of\nour funds. There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns.\nThe following tables present the investment record of our significant carry/drawdown funds and select perpetual capital strategies from inception\nthrough December 31, 2022:\n \n108\nCarry/Drawdown Funds\n \nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n  Beginning Date / Ending Date) (a)   \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC\n  \nValue\n  \nMOIC\n  \nRealized\n \nTotal\n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nReal Estate\n \nPre-BREP\n  $\n140,714   $\n—   $\n—    \nn/a    \n— \n $\n345,190    \n2.5x   $\n345,190    \n2.5x    \n33%   \n33% \nBREP I (Sep 1994 / Oct 1996)\n   \n380,708    \n—    \n—    \nn/a    \n— \n  \n1,327,708    \n2.8x    \n1,327,708    \n2.8x    \n40%   \n40% \nBREP II (Oct 1996 / Mar 1999)\n   \n1,198,339    \n—    \n—    \nn/a    \n— \n  \n2,531,614    \n2.1x    \n2,531,614    \n2.1x    \n19%   \n19% \nBREP III (Apr 1999 / Apr 2003)\n   \n1,522,708    \n—    \n—    \nn/a    \n— \n  \n3,330,406    \n2.4x    \n3,330,406    \n2.4x    \n21%   \n21% \nBREP IV (Apr 2003 / Dec 2005)\n   \n2,198,694    \n—    \n19,634    \nn/a    \n— \n  \n4,641,310    \n1.7x    \n4,660,944    \n1.7x    \n12%   \n12% \nBREP V (Dec 2005 / Feb 2007)\n   \n5,539,418    \n—    \n5,293    \nn/a    \n— \n  \n13,461,688    \n2.3x    \n13,466,981    \n2.3x    \n11%   \n11% \nBREP VI (Feb 2007 / Aug 2011)\n   \n11,060,444    \n550,403    \n224,331    \n1.5x    \n72%   \n27,524,614    \n2.5x    \n27,748,945    \n2.5x    \n13%   \n13% \nBREP VII (Aug 2011 / Apr 2015)\n   \n13,501,492    \n1,505,995    \n3,069,372    \n0.8x    \n5%   \n28,074,443    \n2.4x    \n31,143,815    \n2.0x    \n22%   \n15% \nBREP VIII (Apr 2015 / Jun 2019)\n   \n16,595,144    \n2,239,288    \n14,189,012    \n1.6x    \n— \n  \n21,483,515    \n2.5x    \n35,672,527    \n2.0x    \n28%   \n17% \nBREP IX (Jun 2019 / Aug 2022)\n   \n21,660,845    \n4,239,559    \n26,392,964    \n1.5x    \n1%   \n7,753,249    \n2.2x    \n34,146,213    \n1.7x    \n66%   \n30% \n*BREP X (Aug 2022 / Feb 2028)\n   \n28,554,296    \n27,899,414    \n673,932    \n1.0x    \n70%   \n—    \nn/a    \n673,932    \n1.0x    \nn/a   \nn/m \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Global BREP\n  $ 102,352,802   $\n36,434,659   $\n44,574,538    \n1.4x    \n2%  $ 110,473,737    \n2.4x   $ 155,048,275    \n2.0x    \n18%   \n16% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nBREP Int'l (Jan 2001 / Sep 2005)\n  €\n824,172   €\n—   €\n—    \nn/a    \n— \n €\n1,373,170    \n2.1x   €\n1,373,170    \n2.1x    \n23%   \n23% \nBREP Int'l II (Sep 2005 / Jun 2008)\n(e)\n   \n1,629,748    \n—    \n—    \nn/a    \n— \n  \n2,583,032    \n1.8x    \n2,583,032    \n1.8x    \n8%   \n8% \nBREP Europe III (Jun 2008 / Sep\n2013)\n   \n3,205,318    \n425,749    \n247,709    \n0.5x    \n— \n  \n5,821,023    \n2.4x    \n6,068,732    \n2.0x    \n19%   \n14% \n\n\nBREP Europe IV (Sep 2013 / Dec\n2016)\n   \n6,673,049    \n1,403,382    \n1,479,392    \n1.1x    \n— \n  \n9,795,271    \n2.0x    \n11,274,663    \n1.8x    \n20%   \n13% \nBREP Europe V (Dec 2016 / Oct\n2019)\n   \n7,965,078    \n1,367,229    \n5,148,615    \n1.0x    \n— \n  \n6,640,848    \n4.0x    \n11,789,463    \n1.7x    \n42%   \n12% \n*BREP Europe VI (Oct 2019 / Apr\n2025)\n   \n9,938,743    \n5,969,382    \n4,783,791    \n1.2x    \n— \n  \n3,395,906    \n2.6x    \n8,179,697    \n1.5x    \n72%   \n21% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal BREP Europe\n  €\n30,236,108   €\n9,165,742   €\n11,659,507    \n1.1x    \n— \n €\n29,609,250    \n2.4x   €\n41,268,757    \n1.8x    \n17%   \n12% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n \ncontinued ...\n109\nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n  Beginning Date / Ending Date) (a)   \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC\n  \nValue\n  \nMOIC\n  \nRealized\n \nTotal\n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nReal Estate (continued)\n \nBREP Asia I (Jun 2013 / Dec 2017)\n  $\n4,263,411   $\n896,064   $\n2,124,032    \n1.4x    \n7%  $\n6,449,727    \n2.1x   $\n8,573,759    \n1.9x    \n20%   \n12% \nBREP Asia II (Dec 2017 / Mar 2022)    \n7,371,119    \n1,602,346    \n7,174,021    \n1.3x    \n— \n  \n1,120,645    \n1.8x    \n8,294,666    \n1.4x    \n37%   \n9% \n*BREP Asia III (Mar 2022 / Sep 2027)   \n8,165,533    \n7,146,646    \n969,097    \n1.0x    \n— \n  \n—    \nn/a    \n969,097    \n1.0x    \nn/a   \nn/m \nBREP Co-Investment (f)\n   \n7,298,715    \n38,573    \n1,027,423    \n2.2x    \n1%   \n15,088,199    \n2.2x    \n16,115,622    \n2.2x    \n16%   \n16% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal BREP\n  $ 165,460,344   $\n55,930,215   $\n69,213,230    \n1.3x    \n2%  $ 169,347,054    \n2.4x   $ 238,560,284    \n1.9x    \n17%   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n*BREDS High-Yield (Various) (g)\n   \n21,390,058    \n6,237,466    \n5,495,823    \n1.0x    \n— \n  \n16,988,834    \n1.3x    \n22,484,657    \n1.2x    \n10%   \n9% \nPrivate Equity\n \nCorporate Private Equity\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nBCP I (Oct 1987 / Oct 1993)\n  $\n859,081   $\n—   $\n—    \nn/a    \n— \n $\n1,741,738    \n2.6x   $\n1,741,738    \n2.6x    \n19%   \n19% \nBCP II (Oct 1993 / Aug 1997)\n   \n1,361,100    \n—    \n—    \nn/a    \n— \n  \n3,256,819    \n2.5x    \n3,256,819    \n2.5x    \n32%   \n32% \nBCP III (Aug 1997 / Nov 2002)\n   \n3,967,422    \n—    \n—    \nn/a    \n— \n  \n9,184,688    \n2.3x    \n9,184,688    \n2.3x    \n14%   \n14% \nBCOM (Jun 2000 / Jun 2006)\n   \n2,137,330    \n24,575    \n15,506    \nn/a    \n— \n  \n2,951,163    \n1.4x    \n2,966,669    \n1.4x    \n6%   \n6% \nBCP IV (Nov 2002 / Dec 2005)\n   \n6,773,182    \n152,804    \n27,262    \nn/a    \n— \n  \n21,599,783    \n2.8x    \n21,627,045    \n2.8x    \n36%   \n36% \nBCP V (Dec 2005 / Jan 2011)\n   \n21,009,112    \n1,035,259    \n147,317    \n10.0x    \n94%   \n38,427,169    \n1.9x    \n38,574,486    \n1.9x    \n8%   \n8% \nBCP VI (Jan 2011 / May 2016)\n   \n15,195,536    \n1,371,319    \n6,884,406    \n1.9x    \n39%   \n25,313,360    \n2.2x    \n32,197,766    \n2.2x    \n16%   \n13% \nBCP VII (May 2016 / Feb 2020)\n   \n18,863,710    \n1,700,509    \n20,808,070    \n1.6x    \n29%   \n11,591,230    \n2.5x    \n32,399,300    \n1.8x    \n35%   \n14% \n*BCP VIII (Feb 2020 / Feb 2026)\n   \n25,448,173    \n14,407,242    \n14,852,797    \n1.3x    \n7%   \n963,311    \n2.6x    \n15,816,108    \n1.4x    \nn/m   \n16% \nBCP IX (TBD)\n   \n15,186,750    \n15,186,749    \n—    \nn/a    \n— \n  \n—    \nn/a    \n—    \nn/a    \nn/a   \nn/a \nEnergy I (Aug 2011 / Feb 2015)\n   \n2,441,558    \n174,492    \n676,282    \n1.8x    \n51%   \n4,033,227    \n2.0x    \n4,709,509    \n2.0x    \n14%   \n12% \nEnergy II (Feb 2015 / Feb 2020)\n   \n4,938,823    \n1,036,068    \n4,829,351    \n1.7x    \n55%   \n2,421,010    \n1.4x    \n7,250,361    \n1.6x    \n6%   \n8% \n*Energy III (Feb 2020 / Feb 2026)\n   \n4,348,681    \n2,306,823    \n3,440,633    \n1.7x    \n31%   \n900,586    \n2.3x    \n4,341,219    \n1.8x    \n66%   \n45% \nBCP Asia I (Dec 2017 / Sep 2021)\n   \n2,452,208    \n705,009    \n2,959,002    \n1.8x    \n43%   \n1,404,049    \n4.8x    \n4,363,051    \n2.3x    \n102%   \n32% \n*BCP Asia II (Sep 2021 / Sep 2027)\n   \n6,554,504    \n6,028,901    \n490,646    \n1.1x    \n— \n  \n—    \nn/a    \n490,646    \n1.1x    \nn/a   \nn/m \nCore Private Equity I (Jan 2017 / Mar\n2021) (h)\n   \n4,764,585    \n1,158,509    \n7,473,755    \n2.0x    \n— \n  \n2,264,712    \n4.1x    \n9,738,467    \n2.2x    \n55%   \n21% \n*Core Private Equity II (Mar 2021 /\nMar 2026) (h)\n   \n8,190,362    \n5,733,109    \n2,712,287    \n1.1x    \n— \n  \n9,592    \nn/a    \n2,721,879    \n1.1x    \nn/a   \n8% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Corporate Private Equity\n  $ 144,492,117   $\n51,021,368   $\n65,317,314    \n1.6x    \n23%  $ 126,062,437    \n2.2x   $ 191,379,751    \n1.9x    \n16%   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n \ncontinued ...\n110\nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n  Beginning Date / Ending Date) (a)   \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC\n  \nValue\n  \nMOIC\n  \nRealized\n \nTotal\n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nPrivate Equity (continued)\n \nTactical Opportunities\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \n*Tactical Opportunities (Various)\n  $\n22,505,129   $\n7,091,481   $\n11,849,998    \n1.2x    \n8%  $\n20,931,450    \n1.9x   $\n32,781,448    \n1.6x    \n17%   \n11% \n*Tactical Opportunities Co-Investment\nand Other (Various)\n   \n16,292,816    \n7,257,964    \n5,219,779    \n1.7x    \n6%   \n8,238,659    \n1.6x    \n13,458,438    \n1.6x    \n18%   \n18% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Tactical Opportunities\n  $\n38,797,945   $\n14,349,445   $\n17,069,777    \n1.3x    \n8%  $\n29,170,109    \n1.8x   $\n46,239,886    \n1.6x    \n18%   \n13% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nGrowth\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \n*BXG I (Jul 2020 / Jul 2025)\n  $\n5,046,626   $\n1,221,647   $\n3,656,100    \n1.0x    \n4%  $\n386,207    \n3.2x   $\n4,042,307    \n1.1x    \nn/m   \n— \nBXG II (TBD)\n   \n3,516,615    \n3,516,615    \n—    \nn/a    \n— \n  \n—    \nn/a    \n—    \nn/a    \nn/a   \nn/a \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Growth\n  $\n8,563,241   $\n4,738,262   $\n3,656,100    \n1.0x    \n4%  $\n386,207    \n3.2x   $\n4,042,307    \n1.1x    \nn/m   \n— \n  \n  \n  \n  \n  \n  \n  \n  \n  \nStrategic Partners (Secondaries)\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nStrategic Partners I-V (Various) (i)\n   \n11,447,898    \n644,174    \n385,776    \nn/a    \n— \n  \n16,940,272    \nn/a    \n17,326,048    \n1.7x    \nn/a   \n13% \nStrategic Partners VI (Apr 2014 / Apr\n2016) (i)\n   \n4,362,750    \n883,605    \n1,018,226    \nn/a    \n— \n  \n4,045,375    \nn/a    \n5,063,601    \n1.7x    \nn/a   \n14% \nStrategic Partners VII (May 2016 /\nMar 2019) (i)\n   \n7,489,970    \n1,701,454    \n4,452,664    \nn/a    \n— \n  \n6,005,682    \nn/a    \n10,458,346    \n2.0x    \nn/a   \n19% \nStrategic Partners Real Assets II\n(May 2017 / Jun 2020) (i)\n   \n1,749,807    \n500,246    \n1,063,951    \nn/a    \n— \n  \n1,040,172    \nn/a    \n2,104,123    \n1.5x    \nn/a   \n15% \nStrategic Partners VIII (Mar 2019 /\nOct 2021) (i)\n   \n10,763,600    \n4,834,321    \n8,409,932    \nn/a    \n— \n  \n5,568,354    \nn/a    \n13,978,286    \n1.8x    \nn/a   \n38% \n*Strategic Partners Real Estate, SMA\nand Other (Various) (i)\n   \n8,989,890    \n3,162,325    \n3,200,753    \nn/a    \n— \n  \n3,420,427    \nn/a    \n6,621,180    \n1.7x    \nn/a   \n20% \n*Strategic Partners Infra III (Jun 2020\n/ Jul 2024) (i)\n   \n3,250,100    \n1,659,121    \n1,205,224    \nn/a    \n— \n  \n124,956    \nn/a    \n1,330,180    \n1.5x    \nn/a   \n50% \n*Strategic Partners IX (Oct 2021 / Jan\n2027) (i)\n   \n19,084,345    \n13,885,975    \n3,082,382    \nn/a    \n— \n  \n402,916    \nn/a    \n3,485,298    \n1.3x    \nn/a   \nn/m \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Strategic Partners\n(Secondaries)\n  $\n67,138,360   $\n27,271,221   $\n22,818,908    \nn/a    \n— \n $\n37,548,154    \nn/a   $\n60,367,062    \n1.7x    \nn/a   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nLife Sciences\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nClarus IV (Jan 2018 / Jan 2020)\n   \n910,000    \n137,342    \n881,088    \n1.6x    \n1%   \n258,348    \n2.0x    \n1,139,436    \n1.6x    \n24%   \n13% \n*BXLS V (Jan 2020 / Jan 2025)\n   \n4,844,726    \n3,505,230    \n1,453,017    \n1.3x    \n3%   \n90,123    \n1.1x    \n1,543,140    \n1.3x    \nn/m   \n3% \n \ncontinued ...\n111\nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n  \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n  Beginning Date / Ending Date) (a)\n  \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n  \nValue\n  \nMOIC\n  \nValue\n  \nMOIC\n  \nRealized\n  \nTotal\n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nCredit\n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \nMezzanine / Opportunistic I (Jul 2007 /\nOct 2011)\n  $\n2,000,000   $\n97,114   $\n—    \nn/a    \n—   $\n4,809,088    \n1.6x   $\n4,809,088    \n1.6x    \nn/a    \n17% \nMezzanine / Opportunistic II (Nov 2011 /\nNov 2016)\n   \n4,120,000    \n997,504    \n177,195    \n0.2x    \n—    \n6,609,860    \n1.5x    \n6,787,055    \n1.4x    \nn/a    \n10% \nMezzanine / Opportunistic III (Sep 2016 /\nJan 2021)\n   \n6,639,133    \n855,229    \n3,953,100    \n1.1x    \n—    \n5,627,867    \n1.6x    \n9,580,967    \n1.3x    \nn/a    \n10% \n*Mezzanine / Opportunistic IV (Jan 2021\n/ Jan 2026)\n   \n5,016,771    \n3,704,951    \n2,161,842    \n1.0x    \n—    \n96,886    \nn/m    \n2,258,728    \n1.1x    \nn/a    \n10% \nStressed / Distressed I (Sep 2009 / May\n2013)\n   \n3,253,143    \n—    \n—    \nn/a    \n—    \n5,777,098    \n1.3x    \n5,777,098    \n1.3x    \nn/a    \n9% \nStressed / Distressed II (Jun 2013 / Jun\n2018)\n   \n5,125,000    \n547,430    \n357,563    \n0.5x    \n—    \n5,246,727    \n1.2x    \n5,604,290    \n1.1x    \nn/a    \n1% \n*Stressed / Distressed III (Dec 2017 /\nDec 2022)\n   \n7,356,380    \n2,644,832    \n3,371,955    \n0.9x    \n—    \n2,861,521    \n1.4x    \n6,233,476    \n1.1x    \nn/a    \n7% \n\n\nEnergy I (Nov 2015 / Nov 2018)\n   \n2,856,867    \n1,045,875    \n857,255    \n1.0x    \n—    \n2,602,176    \n1.7x    \n3,459,431    \n1.5x    \nn/a    \n10% \n*Energy II (Feb 2019 / Feb 2024)\n   \n3,616,081    \n1,788,336    \n2,017,746    \n1.1x    \n—    \n1,159,053    \n1.6x    \n3,176,799    \n1.2x    \nn/a    \n22% \nEuropean Senior Debt I (Feb 2015 / Feb\n2019)\n  €\n1,964,689   €\n325,719   €\n903,416    \n0.8x    \n—   €\n2,283,901    \n1.4x   €\n3,187,317    \n1.2x    \nn/a    \n2% \n*European Senior Debt II (Jun 2019 /\nJun 2024)\n  €\n4,088,344   €\n1,077,989   €\n4,241,783    \n1.0x    \n—   €\n1,488,677    \n1.7x   €\n5,730,460    \n1.1x    \nn/a    \n11% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Credit Drawdown Funds (j)\n  $\n46,889,033   $\n13,179,395   $\n18,387,870    \n0.9x    \n—   $\n39,204,893    \n1.5x   $\n57,592,763    \n1.2x    \nn/a    \n10% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n112\nSelected Perpetual Capital Strategies (k)\n \nStrategy (Inception Year) (a)\n  \nInvestment Strategy   \nTotal Assets\nUnder\nManagement   \nTotal Net\nReturn (l)\n  \n  \n  \n \n  \n(Dollars in Thousands, Except Where Noted)\nReal Estate\n  \n  \n  \nBPP—Blackstone Property Partners Platform (2013) (m)\n   Core+ Real Estate    $72,969,326    \n11% \nBREIT—Blackstone Real Estate Income Trust (2017) (n)\n   Core+ Real Estate     68,523,348    \n12% \nBXMT—Blackstone Mortgage Trust (2013) (o)\n   Real Estate Debt     6,551,022    \n6% \nPrivate Equity\n  \n  \n  \nBIP—Blackstone Infrastructure Partners (2019) (p)\n   \nInfrastructure\n    28,122,520    \n19% \nCredit\n  \n  \n  \nBXSL—Blackstone Secured Lending Fund (2018) (q)\n   U.S. Direct Lending    11,077,225    \n10% \nBCRED—Blackstone Private Credit Fund (2021) (r)\n   U.S. Direct Lending    58,534,176    \n8% \nHedge Fund Solutions\n  \n  \n  \nBSCH—Blackstone Strategic Capital Holdings (2014) (s)\n   \nGP Stakes\n    10,090,273    \n13% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\nSMA\nSeparately managed account.\n*\nRepresents funds that are currently in their investment period.\n(a)\nExcludes investment vehicles where Blackstone does not earn fees.\n(b)\nAvailable Capital represents total investable capital commitments, including side-by-side, adjusted for certain expenses and expired or recallable\ncapital and may include leverage, less invested capital. This amount is not reduced by outstanding commitments to investments.\n(c)\nMultiple of Invested Capital (“MOIC”) represents carrying value, before management fees, expenses and Performance Revenues, divided by\ninvested capital.\n(d)\nUnless otherwise indicated, Net Internal Rate of Return (“IRR”) represents the annualized inception to December 31, 2022 IRR on total invested\ncapital based on realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are\ncalculated using actual timing of limited partner cash flows. Initial inception date of cash flows may differ from the Investment Period Beginning Date.\n(e)\nThe 8% Realized Net IRR and 8% Total Net IRR exclude investors that opted out of the Hilton investment opportunity. Overall BREP International II\nperformance reflects a 7% Realized Net IRR and a 7% Total Net IRR.\n(f)\nBREP Co-Investment represents co-investment capital raised for various BREP investments. The Net IRR reflected is calculated by aggregating\neach co-investment’s realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues.\n(g)\nBREDS High-Yield represents the flagship real estate debt drawdown funds only.\n(h)\nBlackstone Core Equity Partners is a core private equity strategy which invests with a more modest risk profile and longer hold period than\ntraditional private equity.\n(i)\nRealizations are treated as return of capital until fully recovered and therefore unrealized and realized MOICs are not applicable. Returns are\ncalculated from results that are reported on a three-month lag from Strategic Partners’ fund financial statements and therefore do not include the\nimpact of economic and market activities in the current quarter.\n(j)\nFunds presented represent the flagship credit drawdown funds only. The Total Credit Net IRR is the combined IRR of the credit drawdown funds\npresented.\n \n113\n(k)\nPerpetual Capital vehicles excluded primarily consist of (1) investment vehicles that have been investing for less than one year, (2) assets managed\nfor certain insurance clients, and (3) investment vehicles where Blackstone does not earn fees.\n(l)\nUnless otherwise indicated, Total Net Return represents the annualized inception to December 31, 2022 IRR on total invested capital based on\nrealized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using\nactual timing of investor cash flows. Initial inception date of cash flows occurred during the Inception Year.\n(m)\nBPP represents the aggregate Total Assets Under Management and Total Net Return of the BPP platform, which comprises over 30 funds, co-\ninvestment and separately managed account vehicles. It includes certain vehicles managed as part of the BPP Platform but not classified as\nPerpetual Capital. As of December 31, 2022, these vehicles represented $2.9 billion of Total Assets Under Management.\n(n)\nThe BREIT Total Net Return reflects a per share blended return, assuming BREIT had a single share class, reinvestment of all dividends received\nduring the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT. These returns are not representative of the\nreturns experienced by any particular investor or share class. Total Net Returns are presented on an annualized basis and are from January 1, 2017.\n(o)\nThe BXMT return reflects annualized market return of a shareholder invested in BXMT since inception through December 31, 2022, assuming\nreinvestment of all dividends received during the period. Return incorporates the closing NYSE stock price as of December 31, 2022. Total Net\nReturn is from May 22, 2013.\n(p)\nIncluding co-investment vehicles, BIP Total Assets Under Management is $35.2 billion.\n(q)\nThe BXSL Total Assets Under Management and Total Net Return are reported on a one-quarter lag. Refer to BXSL public filings for current quarter\nresults. BXSL Total Net Return reflects the change in Net Asset Value (“NAV”) per share, plus distributions per share (assuming dividends and\ndistributions are reinvested in accordance with BXSL's dividend reinvestment plan) divided by the beginning NAV per share. Total Net Returns are\npresented on an annualized basis and are from November 20, 2018.\n(r)\nThe BCRED Total Net Return reflects a per share blended return, assuming BCRED had a single share class, reinvestment of all dividends received\nduring the period, and no upfront selling commission, net of all fees and expenses incurred by BCRED. These returns are not representative of the\nreturns experienced by any particular investor or share class. Total Net Returns are presented on an annualized basis and are from January 7, 2021.\nTotal Assets Under Management reflects gross asset value plus amounts borrowed or available to be borrowed under certain credit facilities.\nBCRED net asset value as of December 31, 2022 was $22.7 billion.\n(s)\nBSCH represents the aggregate Total Assets Under Management and Total Net Return of BSCH I and BSCH II funds that invest as part of the GP\nStakes strategy, which targets minority investment in the general partners of private equity and other private-market alternative asset management\nfirms globally. Including co-investment vehicles that do not pay fees, BSCH Total Assets Under Management is $10.9 billion.\n \n\n\n114\nSegment Analysis\nDiscussed below is our Segment Distributable Earnings for each of our segments. This information is reflected in the manner utilized by our senior\nmanagement to make operating decisions, assess performance and allocate resources. References to “our” sectors or investments may also refer to\nportfolio companies and investments of the underlying funds that we manage.\nReal Estate\nThe following table presents the results of operations for our Real Estate segment:\n \n \n \nYear Ended December 31,\n \n2022 vs. 2021\n \n2021 vs. 2020\n \n \n2022\n \n2021\n \n2020\n \n$\n \n%\n \n$\n \n%\n \n \n(Dollars in Thousands)\nManagement Fees, Net\n \n \n \n \n \n \n \nBase Management Fees\n $\n2,462,179  $\n1,895,412  $\n1,553,483  $\n566,767   30%  $\n341,929   22% \nTransaction and Other Fees, Net\n  \n171,424   \n160,395   \n98,225   \n11,029   \n7%   \n62,170   63% \nManagement Fee Offsets\n  \n(10,538)   \n(3,499)   \n(13,020)   \n(7,039)   201%   \n9,521   -73% \nTotal Management Fees, Net\n  \n2,623,065   \n2,052,308   \n1,638,688   \n570,757   28%   \n413,620   25% \nFee Related Performance Revenues\n  \n1,075,424   \n1,695,019   \n338,161   \n(619,595)   -37%   \n1,356,858   401% \nFee Related Compensation\n  \n(1,039,125)   \n(1,161,349)   \n(618,105)   \n122,224   -11%   \n(543,244)   88% \nOther Operating Expenses\n  \n(315,331)   \n(234,505)   \n(183,132)   \n(80,826)   34%   \n(51,373)   28% \nFee Related Earnings\n  \n2,344,033   \n2,351,473   \n1,175,612   \n(7,440)   — \n  \n1,175,861   100% \nRealized Performance Revenues\n  \n2,985,713   \n1,119,612   \n787,768   \n1,866,101   167%   \n331,844   42% \nRealized Performance Compensation\n  \n(1,168,045)   \n(443,220)   \n(312,698)   \n(724,825)   164%   \n(130,522)   42% \nRealized Principal Investment Income\n  \n150,790   \n196,869   \n24,764   \n(46,079)   -23%   \n172,105   695% \nNet Realizations\n  \n1,968,458   \n873,261   \n499,834   \n1,095,197   125%   \n373,427   75% \nSegment Distributable Earnings\n $    4,312,491  $    3,224,734  $    1,675,446  $    1,087,757   34%  $    1,549,288   92% \n \nn/m     Not meaningful.\nYear Ended December 31, 2022 Compared to Year Ended December 31, 2021\nSegment Distributable Earnings were $4.3 billion for the year ended December 31, 2022, an increase of $1.1 billion, or 34%, compared to $3.2 billion\nfor the year ended December 31, 2021. The increase in Segment Distributable Earnings was primarily attributable to an increase of $1.1 billion in Net\nRealizations.\nEighty percent of the aggregate net asset value of our global opportunistic and core+ real estate vehicles is concentrated in logistics, rental housing,\nhotels, life science office and data centers. We believe these sectors are more likely to withstand inflationary pressures given stronger relative cash flow\ngrowth, sustained robust demand and muted supply which has driven historically low vacancies. Certain of these sectors also benefit from shorter duration\nleases, providing opportunity to capture growth in an inflationary environment. Despite this strong operating performance, unrealized valuations in certain\ninvestments were adversely impacted by an environment characterized by higher interest rates and a rising cost of capital. Certain funds have exposure to\nmore challenged sectors such as traditional U.S. office buildings and assets with long-term leases which could be further adversely impacted by the current\nenvironment. With respect to realizations and deployment, continuing capital market volatility and economic uncertainty have contributed to muted activity,\nand this is likely to continue until market conditions improve.\nFundraising in 2022 remained positive despite a challenging market backdrop and some near-term industry headwinds, Perpetual capital strategies,\nincluding BREIT, represent an increasing percentage of Total Assets Under\n \n115\nManagement in our Real Estate segment. Beginning in late 2022, however, market volatility drove a material increase in BREIT repurchase requests, and\npursuant to the terms of the vehicle, BREIT began to prorate such requests beginning in November 2022. Concurrently, BREIT inflows were materially\nreduced, particularly after proration was announced. A continuation or worsening of the current environment could further adversely affect net flows in\ncertain perpetual capital strategies for a more extended period of time. However, we believe the long-term growth trajectory remains positive and that strong\ninvestment performance and investor under-allocation to such strategies should drive flows over the long-term. See “Part I. Item 1A. Risk Factors – Risks\nRelated to our Business – We have increasingly undertaken business initiatives to increase the number and type of investment products we offer to\nindividual investors, which could expose us to new and greater levels of risk.”\nFee Related Earnings\nFee Related Earnings were $2.3 billion for the year ended December 31, 2022, a decrease of $7.4 million, compared to $2.4 billion for the year ended\nDecember 31, 2021. The decrease in Fee Related Earnings was attributable to a decrease of $619.6 million in Fee Related Performance Revenues and an\nincrease of $80.8 million in Other Operating Expenses, partially offset by an increase of $570.8 million in Management Fees, Net and a decrease of\n$122.2 million in Fee Related Compensation.\nFee Related Performance Revenues were $1.1 billion for the year ended December 31, 2022, a decrease of $619.6 million, compared to $1.7 billion for\nthe year ended December 31, 2021. The decrease was primarily due to the crystallization of BREIT performance revenues.\nOther Operating Expenses were $315.3 million for the year ended December 31, 2022, an increase of $80.8 million, compared to $234.5 million for the\nyear ended December 31, 2021. The increase was primarily due to travel, entertainment, occupancy, technology-related expenses and professional fees.\nManagement Fees, Net were $2.6 billion for the year ended December 31, 2022, an increase of $570.8 million, compared to $2.1 billion for the year\nended December 31, 2021, primarily driven by an increase in Base Management Fees. Base Management Fees increased $566.8 million primarily due to\nFee-Earning Assets Under Management growth in Core+ real estate.\nThe annualized Base Management Fee Rate decreased from 1.09% at December 31, 2021 to 0.97% at December 31, 2022. The decrease was\nprimarily due to the commencement of BREP X, for which a significant portion of management fees are on a fee holiday through December 31, 2022, and\ngrowth in BREDS insurance vehicles, which have a lower management fee rate.\nFee Related Compensation was $1.0 billion for the year ended December 31, 2022, a decrease of $122.2 million, compared to $1.2 billion for the year\nended December 31, 2021. The decrease was primarily due to a decrease in Fee Related Performance Revenues, partially offset by an increase in\nManagement Fees, Net, both of which impact Fee Related Compensation.\n\n\nNet Realizations\nNet Realizations were $2.0 billion for the year ended December 31, 2022, an increase of $1.1 billion, or 125%, compared to $873.3 million for the year\nended December 31, 2021. The increase in Net Realizations was attributable to an increase of $1.9 billion in Realized Performance Revenues, partially\noffset by an increase of $724.8 million in Realized Performance Compensation and a decrease of $46.1 million in Realized Principal Investment Income.\nRealized Performance Revenues were $3.0 billion for the year ended December 31, 2022, an increase of $1.9 billion, compared to $1.1 billion for the\nyear ended December 31, 2021. The increase was primarily due to higher Realized Performance Revenues in BREP.\n \n116\nRealized Performance Compensation was $1.2 billion for the year ended December 31, 2022, an increase of $724.8 million, compared to\n$443.2 million for the year ended December 31, 2021. The increase was primarily due to the increase in Realized Performance Revenues.\nRealized Principal Investment Income was $150.8 million for the year ended December 31, 2022, a decrease of $46.1 million, compared to\n$196.9 million for the year ended December 31, 2021. The decrease was primarily due to the segment’s allocation of the gain recognized in connection with\nthe Pátria Investments Limited and Pátria Investimentos Ltda. (collectively, “Pátria”) sale transactions during the first and third quarters of 2021.\nFund Returns\nFund return information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of\noperations for the periods presented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of\nBlackstone and is also not necessarily indicative of the future performance of any particular fund. An investment in Blackstone is not an investment in any of\nour funds. There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns.\nThe following table presents the internal rates of return, except where noted, of our significant real estate funds:\n \n \n  \nYear Ended December 31,\n  \nDecember 31, 2022 \nInception to Date\n \n  \n2022\n  \n2021\n  \n2020\n  \nRealized\n  \nTotal\nFund (a)\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\nBREP VII\n   \n4%    \n2%    44%    36%    -22%    -20%    30%    22%    21%    15% \nBREP VIII\n   \n8%    \n6%    57%    46%    10%    \n7%    36%    28%    23%    17% \nBREP IX\n   18%    13%    84%    63%    35%    21%    96%    66%    42%    30% \nBREP Europe IV (b)\n   -14%    -13%    \n2%    \n—    -17%    -15%    28%    20%    19%    13% \nBREP Europe V (b)\n   \n-1%    \n-2%    37%    29%    \n1%    \n—    52%    42%    17%    12% \nBREP Europe VI (b)\n   10%    \n6%    71%    51%    14%    \n—    99%    72%    33%    21% \nBREP Asia I\n   \n-1%    \n-2%    37%    29%    \n-5%    \n-5%    27%    20%    19%    12% \nBREP Asia II\n   \n2%    \n1%    31%    21%    \n8%    \n4%    53%    37%    14%    \n9% \nBREP Co-Investment (c)\n   26%    25%    77%    70%    33%    32%    18%    16%    18%    16% \nBPP (d)\n   11%    \n9%    20%    17%    \n7%    \n6%    \nn/a    \nn/a    13%    11% \nBREIT (e)\n   \nn/a    \n8%    \nn/a    30%    \nn/a    \n7%    \nn/a    \nn/a    \nn/a    12% \nBREDS High-Yield (f)\n   \n3%    \n—    18%    13%    \n5%    \n1%    15%    10%    14%    \n9% \nBXMT (g)\n   \nn/a    -24%    \nn/a    20%    \nn/a    -18%    \nn/a    \nn/a    \nn/a    \n6% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\n(a)\nNet returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Revenues.\n(b)\nEuro-based internal rates of return.\n(c)\nBREP Co-Investment represents co-investment capital raised for various BREP investments. The Net IRR reflected is calculated by aggregating\neach co-investment’s realized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues.\n \n117\n(d)\nThe BPP platform, which comprises over 30 funds, co-investment and separately managed account vehicles, represents the Core+ real estate funds\nwhich invest with a more modest risk profile and lower leverage.\n(e)\nReflects a per share blended return for each respective period, assuming BREIT had a single share class, reinvestment of all dividends received\nduring the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT. These returns are not representative of the\nreturns experienced by any particular investor or share class. Inception to date returns are presented on an annualized basis and are from\nJanuary 1, 2017.\n(f)\nBREDS High-Yield represents the flagship real estate debt drawdown funds only. Inception to date returns are from July 1, 2009.\n(g)\nReflects annualized return of a shareholder invested in BXMT as of the beginning of each period presented, assuming reinvestment of all dividends\nreceived during the period, and net of all fees and expenses incurred by BXMT. Return incorporates the closing NYSE stock price as of each period\nend. Inception to date returns are from May 22, 2013.\nFunds With Closed Investment Periods\nThe Real Estate segment has twelve funds with closed investment periods as of December 31, 2022: BREP IX, BREP VIII, BREP VII, BREP VI, BREP\nV, BREP IV, BREP Europe V, BREP Europe IV, BREP Europe III, BREP Asia II, BREP Asia I and BREDS III. As of December 31, 2022, BREP VII, BREP\nVI, BREP V, BREP IV, BREP Europe IV and BREP Europe III were above their carried interest thresholds (i.e., the preferred return payable to its limited\npartners before the general partner is eligible to receive carried interest) and would have been above their carried interest thresholds even if all remaining\ninvestments were valued at zero. BREP IX, BREP VIII, BREP Europe V, BREP Asia II, BREP Asia I and BREDS III were above their carried interest\nthresholds. Funds are considered above their carried interest thresholds based on the aggregate fund position, although individual limited partners may be\nbelow their respective carried interest thresholds in certain funds.\nPrivate Equity\nThe following table presents the results of operations for our Private Equity segment:\n \n \n \nYear Ended December 31,\n \n2022 vs. 2021\n \n2021 vs. 2020\n \n \n2022\n \n2021\n \n2020\n \n$\n \n%\n \n$\n \n%\n \n \n(Dollars in Thousands)\nManagement and Advisory Fees, Net\n \n \n \n \n \n \n \n\n\nBase Management Fees\n $  1,786,923  $  1,521,273  $  1,232,028  $\n265,650   17%  $\n289,245   23% \nTransaction, Advisory and Other Fees, Net\n  \n97,876   \n174,905   \n82,440   \n(77,029)   -44%   \n92,465   112% \nManagement Fee Offsets\n  \n(56,062)   \n(33,247)   \n(44,628)   \n(22,815)   69%   \n11,381   -26% \nTotal Management and Advisory Fees, Net\n  1,828,737   1,662,931   1,269,840   \n165,806   10%   \n393,091   31% \nFee Related Performance Revenues\n  \n(648)   \n212,128   \n—   \n(212,776)   n/m   \n212,128   \nn/m \nFee Related Compensation\n  \n(575,194)   \n(662,824)   \n(455,538)   \n87,630   -13%   \n(207,286)   46% \nOther Operating Expenses\n  \n(304,177)   \n(264,468)   \n(195,213)   \n(39,709)   15%   \n(69,255)   35% \nFee Related Earnings\n  \n948,718   \n947,767   \n619,089   \n951   \n—   \n328,678   53% \nRealized Performance Revenues\n  1,191,028   2,263,099   \n877,493     (1,072,071)   -47%     1,385,606   158% \nRealized Performance Compensation\n  \n(544,229)   \n(943,199)   \n(366,949)   \n398,970   -42%   \n(576,250)   157% \nRealized Principal Investment Income\n  \n139,767   \n263,368   \n72,089   \n(123,601)   -47%   \n191,279   265% \nNet Realizations\n  \n786,566   1,583,268   \n582,633   \n(796,702)   -50%   1,000,635   172% \nSegment Distributable Earnings\n $ 1,735,284  $ 2,531,035  $ 1,201,722  $\n(795,751)   -31%  $ 1,329,313   111% \n \nn/m Not meaningful.\n \n118\nYear Ended December 31, 2022 Compared to Year Ended December 31, 2021\nSegment Distributable Earnings were $1.7 billion for the year ended December 31, 2022, a decrease of $795.8 million, compared to $2.5 billion for the\nyear ended December 31, 2021. The decrease in Segment Distributable Earnings was attributable to a decrease of $796.7 million in Net Realizations.\nDespite some recent signs of moderation, tight labor markets and wage inflation have put profit margin pressure on certain of our private equity portfolio\ncompanies, especially those in labor-intensive businesses. These impacts should be mitigated as inflation moderates. Moreover, the impact of such\npressures on our overall private equity portfolio has been to some extent mitigated by its focus on investing in companies that are less impacted by rising\ninput costs or that benefit from strong revenue growth and pricing power. With respect to realizations and deployment, continuing capital market volatility\nand economic uncertainty have contributed to more muted activity, and this is likely to continue until market conditions improve, which would negatively\nimpact Segment Distributable Earnings in our Private Equity segment. Challenging market conditions have pressured investors’ ability to allocate to private\nequity strategies and contributed to an already competitive fundraising environment. Despite these near-term headwinds and a slower pace of fundraising,\nour institutional fundraising has remained positive and we have advanced considerably toward our overall flagship fundraise goal.\nIn energy, favorable market conditions contributed to a meaningful increase in the value of certain energy investments, as energy, oil and gas prices\nremained elevated in 2022. This trend, in part due to decreased supply because of the ongoing war between Russia and Ukraine, has had a positive impact\non our energy portfolio. Beyond this trend, however, increased scrutiny from regulators, investors and other market participants on the climate impact of oil\nand gas energy investments has weakened long-term growth prospects for traditional energy. The persistence of these weakened market fundamentals\ncould negatively impact the performance of certain investments in our energy and corporate private equity funds.\nFee Related Earnings\nFee Related Earnings were $948.7 million for the year ended December 31, 2022, an increase of $1.0 million, compared to $947.8 million for the year\nended December 31, 2021. The increase in Fee Related Earnings was attributable to an increase of $165.8 million in Management and Advisory Fees, Net\nand a decrease of $87.6 million in Fee Related Compensation, partially offset by a decrease of $212.8 million in Fee Related Performance Revenues and an\nincrease of $39.7 million in Other Operating Expenses.\nManagement and Advisory Fees, Net were $1.8 billion for the year ended December 31, 2022, an increase of $165.8 million, compared to $1.7 billion\nfor the year ended December 31, 2021, primarily driven by an increase in Base Management Fees, partially offset by a decrease in Transaction and\nAdvisory Fees, Net and Management Fee Offsets. Base Management Fees increased $265.7 million primarily due to (a) the commencement of Strategic\nPartners GP Solutions and Strategic Partners IX’s investment periods during the three months ended June 30, 2021 and the three months ended\nDecember 31, 2021, respectively, and (b) Fee-Earning Assets Under Management Growth in BIP. Transaction, Advisory and Other Fees, Net increased\n$77.0 million primarily due to deal activity in BXCM. Management Fee Offsets increased $22.8 million primarily due to the launch of Strategic Partners IX\nduring the three months ended December 31, 2021.\nFee Related Compensation was $575.2 million for the year ended December 31, 2022, a decrease of $87.6 million, compared to $662.8 million for the\nyear ended December 31, 2021. The decrease was primarily due to a decrease in Fee Related Performance Revenues, partially offset by an increase in\nManagement and Advisory Fees, Net, both of which impact Fee Related Compensation.\nFee Related Performance Revenues was $(0.6) million for the year ended December 31, 2022, a decrease of $212.8 million, compared to\n$212.1 million for the year ended December 31, 2021. The decrease was primarily due to BIP performance revenues crystallizing at December 31, 2021,\nwith the amount for the year ended December 31, 2022 representing a true up to the prior year Fee Related Performance Revenue.\n \n119\nOther Operating Expenses were $304.2 million for the year ended December 31, 2022, an increase of $39.7 million, compared to $264.5 million for the\nyear ended December 31, 2021. The increase was primarily due to travel and entertainment, occupancy and technology related expenses, and professional\nfees.\nNet Realizations\nNet Realizations were $786.6 million for the year ended December 31, 2022, a decrease of $796.7 million, compared to $1.6 billion for the year ended\nDecember 31, 2021. The decrease in Net Realizations was attributable to decreases of $1.1 billion in Realized Performance Revenues and $123.6 million\nin Realized Principal Investment Income, partially offset by an increase of $399.0 million in Realized Performance Compensation.\nRealized Performance Revenues were $1.2 billion for the year ended December 31, 2022, a decrease of $1.1 billion, compared to $2.3 billion for the\nyear ended December 31, 2021. The decrease was primarily due to lower Realized Performance Revenues in corporate private equity and Tactical\nOpportunities, partially offset by higher Realized Performance Revenues in Strategic Partners.\nRealized Principal Investment Income was $139.8 million for the year ended December 31, 2022, a decrease of $123.6 million, compared to\n$263.4 million for the year ended December 31, 2021. The decrease was primarily due to the segment’s allocation of the gain recognized in connection with\nthe Pátria sale transactions during the first and third quarters of 2021.\nRealized Performance Compensation was $544.2 million for the year ended December 31, 2022, a decrease of $399.0 million, compared to\n\n\n$943.2 million for the year ended December 31, 2021. The decrease was primarily due to the decrease in Realized Performance Revenues.\nFund Returns\nFund returns information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of\noperations for the periods presented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of\nBlackstone and is also not necessarily indicative of the future performance of any particular fund. An investment in Blackstone is not an investment in any of\nour funds. There can be no assurance that any of our funds or our other existing and future funds will achieve similar returns.\n \n120\nThe following table presents the internal rates of return of our significant private equity funds:\n \n \n  \nYear Ended December 31,\n  \nDecember 31, 2022\nInception to Date\n \n  \n2022\n  \n2021\n  \n2020\n  \nRealized\n  \nTotal\nFund (a)\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\n  Gross   \nNet\nBCP V\n   48%    24%    223%    103%    14%    \n5%    10%    \n8%    10%    \n8% \nBCP VI\n   12%    11%    19%    16%    18%    16%    20%    16%    17%    13% \nBCP VII\n   -12%    -11%    44%    36%    11%    \n9%    43%    35%    20%    14% \nBCP VIII\n   \n4%    \n—    \nn/a    \nn/a    \nn/a    \nn/a    \nn/m    \nn/m    31%    16% \nBEP I\n   57%    46%    78%    59%    -19%    -18%    18%    14%    15%    12% \nBEP II\n   36%    33%    56%    53%    -31%    -31%    \n9%    \n6%    12%    \n8% \nBEP III\n   42%    31%    86%    56%    \nn/m    \nn/m    97%    66%    70%    45% \nBCP Asia I\n   -38%    -35%    193%    158%    56%    42%    137%    102%    46%    32% \nBCEP I (b)\n   \n—    \n—    55%    50%    33%    29%    61%    55%    24%    21% \nBCEP II (b)\n   14%    \n9%    \nn/a    \nn/a    \nn/a    \nn/a    \nn/a    \nn/a    14%    \n8% \nTactical Opportunities\n   \n-2%    \n-4%    37%    28%    19%    15%    21%    17%    15%    11% \nTactical Opportunities Co-Investment and Other\n   \n—    \n4%    67%    57%    14%    11%    19%    18%    20%    18% \nBXG I\n   -13%    -13%    50%    29%    \nn/m    \nn/m    \nn/m    \nn/m    \n6%    \n— \nStrategic Partners VI (c)\n   \n-6%    \n-7%    51%    47%    \n-9%    \n-9%    \nn/a    \nn/a    19%    14% \nStrategic Partners VII (c)\n   \n-3%    \n-5%    75%    66%    \n-7%    \n-8%    \nn/a    \nn/a    24%    19% \nStrategic Partners Real Assets II (c)\n   15%    13%    26%    23%    10%    \n6%    \nn/a    \nn/a    19%    15% \nStrategic Partners VIII (c)\n   \n3%    \n2%    132%    113%    \n6%    \n2%    \nn/a    \nn/a    47%    38% \nStrategic Partners Real Estate, SMA and Other (c)\n   20%    15%    41%    40%    \n2%    \n2%    \nn/a    \nn/a    21%    20% \nInfra III (c)\n   51%    37%    81%    54%    \nn/m    \nn/m    \nn/a    \nn/a    79%    50% \nBIP\n   26%    20%    41%    33%    \n6%    \n1%    \nn/a    \nn/a    25%    19% \nClarus IV\n   \n4%    \n2%    34%    26%    \n3%    \n—    30%    24%    21%    13% \nBXLS V\n   10%    \n2%    13%    \n-4%    \nn/m    \nn/m    \nn/m    \nn/m    17%    \n3% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\nSMA\nSeparately managed account.\n(a)\nNet returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Revenues.\n(b)\nBCEP is a core private equity strategy which invests with a more modest risk profile and longer hold period than traditional private equity.\n(c)\nRealizations are treated as return of capital until fully recovered and therefore inception to date realized returns are not applicable. Returns are\ncalculated from results that are reported on a three month lag from Strategic Partners’ fund financial statements and therefore do not include the\nimpact of economic and market activities in the current quarter.\nFunds With Closed Investment Periods\nThe corporate private equity funds within the Private Equity segment have nine funds with closed investment periods: BCP IV, BCP V, BCP VI, BCP VII,\nBCOM, BEP I, BEP II, BCEP I and BCP Asia I. As of December 31, 2022, BCP IV\n \n121\nwas above its carried interest threshold (i.e., the preferred return payable to its limited partners before the general partner is eligible to receive carried\ninterest) and would still be above its carried interest threshold even if all remaining investments were valued at zero. BCP V is comprised of two fund\nclasses, the BCP V “main fund” and BCP V-AC fund. Within these fund classes, the general partner is subject to equalization such that (a) the general\npartner accrues carried interest when the respective carried interest for either fund class is positive and (b) the general partner realizes carried interest so\nlong as clawback obligations, if any, for either of the respective fund classes are fully satisfied. BCP V, BCP VI, BCP VII, BCOM, BEP I, BEP II, BCEP I and\nBCP Asia were above their respective carried interest thresholds. Funds are considered above their carried interest thresholds based on the aggregate fund\nposition, although individual limited partners may be below their respective carried interest thresholds in certain funds. We are entitled to retain previously\nrealized carried interest up to 20% of BCOM’s net gains. As a result, Performance Revenues are recognized from BCOM on current period gains and\nlosses.\nCredit & Insurance\nThe following table presents the results of operations for our Credit & Insurance segment:\n \n \n \nYear Ended December 31,\n \n2022 vs. 2021\n \n2021 vs. 2020\n \n \n2022\n \n2021\n \n2020\n \n$\n \n%\n \n$\n \n%\n \n \n(Dollars in Thousands)\nManagement Fees, Net\n \n \n \n \n \n \n \nBase Management Fees\n $    1,230,710  $    765,905  $    603,713  $    464,805   61%  $    162,192   27% \nTransaction and Other Fees, Net\n  \n34,624   \n44,868   \n21,311   \n(10,244)   -23%   \n23,557   111% \nManagement Fee Offsets\n  \n(5,432)   \n(6,653)   \n(10,466)   \n1,221   -18%   \n3,813   -36% \nTotal Management Fees, Net\n  \n1,259,902   \n804,120   \n614,558   \n455,782   57%   \n189,562   31% \nFee Related Performance Revenues\n  \n374,721   \n118,097   \n40,515   \n256,624   217%   \n77,582   191% \nFee Related Compensation\n  \n(529,784)   \n(367,322)   \n(261,214)   \n(162,462)   44%   \n(106,108)   41% \nOther Operating Expenses\n  \n(264,181)   \n(199,912)   \n(165,114)   \n(64,269)   32%   \n(34,798)   21% \nFee Related Earnings\n  \n840,658   \n354,983   \n228,745   \n485,675   137%   \n126,238   55% \nRealized Performance Revenues\n  \n147,413   \n209,421   \n20,943   \n(62,008)   -30%   \n188,478   900% \n\n\nRealized Performance Compensation\n  \n(63,846)   \n(94,450)   \n(3,476)   \n30,604   -32%   \n(90,974)   \nn/m \nRealized Principal Investment Income\n  \n80,993   \n70,796   \n7,970   \n10,197   14%   \n62,826   788% \nNet Realizations\n  \n164,560   \n185,767   \n25,437   \n(21,207)   -11%   \n160,330   630% \nSegment Distributable Earnings\n $\n1,005,218  $\n540,750  $\n254,182  $\n464,468   86%  $\n286,568   113% \n \nn/m     Not meaningful.\nYear Ended December 31, 2022 Compared to Year Ended December 31, 2021\nSegment Distributable Earnings were $1.0 billion for the year ended December 31, 2022, an increase of $464.5 million, or 86%, compared to\n$540.8 million for the year ended December 31, 2021. The increase in Segment Distributable Earnings was attributable to an increase of $485.7 million in\nFee Related Earnings, partially offset by a decrease of $21.2 million in Net Realizations.\nWhile public spreads widened in 2022 amid market volatility and heightened uncertainty, rising interest rates and solid underlying company\nperformance favorably impacted returns in our private credit strategies. While rising interest rates and the resulting higher cost of capital have the potential\nto negatively impact the free cash flow and credit quality of certain borrowers, the performance of our credit funds has generally benefited from rising\ninterest rates as a substantial majority of the portfolio is floating rate. Rising costs resulting from heightened energy prices and input costs have contributed\nto margin pressures at certain of our Credit & Insurance segment investments. Such investments would continue to be negatively impacted by a sustained\nhigh rate of inflation if\n \n122\nthey are unable to mitigate margin pressures, especially if concurrent with an increase in their debt service costs. If continued interest rate increases occur\nconcurrently with a period of economic weakness or a slowdown in growth, portfolio performance in our Credit & Insurance segment may be negatively\nimpacted. Continued market dislocation may create attractive deployment opportunities, particularly for our private credit strategies, as borrowers seek\nalternative lending sources. Nonetheless, significant market dislocation could limit the liquidity of certain assets traded in the credit markets, and this would\nimpact our funds’ ability to sell such assets at attractive prices or in a timely manner.\nIn energy, oil and gas prices remained elevated in 2022, in part due to decreased supply as a result of the ongoing war between Russia and Ukraine\nand heightened global demand. This short-term trend has had a positive impact on our energy portfolio. Beyond this short-term trend, however, increased\nscrutiny from regulators, investors and other market participants on the climate impact of oil and gas energy investments has weakened long-term market\nfundamentals for traditional energy. The persistence of these weakened market fundamentals could negatively impact the performance of certain\ninvestments in our credit funds.\nPerpetual capital strategies, including BCRED, represent an increasing percentage of Total Assets Under Management in our Credit & Insurance\nsegment. Beginning in late 2022, market volatility drove a material increase in BCRED repurchase requests and a material decrease in inflows. This led to\nminimal net flows in BCRED in the fourth quarter. A continuation or worsening of the current environment would further adversely affect our net flows for a\nmore extended period of time. However, we believe the long-term growth trajectory remains positive and that strong investment performance and investor\nunder-allocation to such private wealth strategies should drive flows over the long-term. See “Item 1A. Risk Factors – Risks Related to Our Business – We\nhave increasingly undertaken business initiatives to increase the number and type of investment products we offer to individual investors, which could\nexpose us to new and greater levels of risk” in this report.\nFee Related Earnings\nFee Related Earnings were $840.7 million for the year ended December 31, 2022, an increase of $485.7 million, or 137%, compared to $355.0 million\nfor the year ended December 31, 2021. The increase in Fee Related Earnings was attributable to increases of $455.8 million in Management Fees, Net and\n$256.6 million in Fee Related Performance Revenues, partially offset by increases of $162.5 million in Fee Related Compensation and $64.3 million in Other\nOperating Expenses.\nManagement Fees, Net were $1.3 billion for the year ended December 31, 2022, an increase of $455.8 million, compared to $804.1 million for the year\nended December 31, 2021, primarily driven by an increase in Base Management Fees. Base Management Fees increased $464.8 million primarily due to\ninflows in BCRED and BIS.\nFee Related Performance Revenues were $374.7 million for the year ended December 31, 2022, an increase of $256.6 million, compared to\n$118.1 million for the year ended December 31, 2021. The increase was primarily due to performance and an increase in subscriptions in BCRED.\nFee Related Compensation was $529.8 million for the year ended December 31, 2022, an increase of $162.5 million, compared to $367.3 million for\nthe year ended December 31, 2021. The increase was primarily due to increases in Management Fees, Net and Fee Related Performance Revenues, both\nof which impact Fee Related Compensation.\nOther Operating Expenses were $264.2 million for the year ended December 31, 2022, an increase of $64.3 million, compared to $199.9 million for the\nyear ended December 31, 2021. The increase was primarily due to travel, entertainment, occupancy and technology-related expenses and professional\nfees.\n \n123\nNet Realizations\nNet Realizations were $164.6 million for the year ended December 31, 2022, a decrease of $21.2 million, compared to $185.8 million for the year\nended December 31, 2021. The decrease in Net Realizations was attributable to a decrease of $62.0 million in Realized Performance Revenues, partially\noffset by a decrease of $30.6 million in Realized Performance Compensation.\nRealized Performance Revenues were $147.4 million for the year ended December 31, 2022, a decrease of $62.0 million, compared to $209.4 million\nfor the year ended December 31, 2021. The decrease was primarily attributable to lower realized performance revenues in our mezzanine funds.\nRealized Performance Compensation was $63.8 million for the year ended December 31, 2022, a decrease of $30.6 million, compared to $94.5 million\nfor the year ended December 31, 2021. The decrease was primarily due to the decrease in Realized Performance Revenues.\nComposite Returns\nComposite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the\nperiods presented. The composite returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone\nand is also not necessarily indicative of the future results of any particular fund or composite. An investment in Blackstone is not an investment in any of our\n\n\nfunds or composites. There can be no assurance that any of our funds or composites or our other existing and future funds or composites will achieve\nsimilar returns.\nThe following table presents the return information for the Private Credit and Liquid Credit composites:\n \n \n \nYear Ended December 31,\n \nInception to \nDecember 31, 2022\n \n \n2022\n \n2021\n \n2020\n \nTotal\nComposite (a)\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\nPrivate Credit (b)\n  \n7%   \n4%   \n22%   \n16%   \n1%   \n-1%   \n11%   \n7% \nLiquid Credit (b)\n  \n-3%   \n-3%   \n5%   \n5%   \n4%   \n4%   \n5%   \n4% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \n(a) Net returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Allocations, net of\ntax advances.\n(b) Effective January 1, 2021, Credit returns are presented as separate returns for Private Credit and Liquid Credit instead of as a Credit Composite. Private\nCredit returns include mezzanine lending funds and middle market direct lending funds (including BXSL and BCRED), stressed/distressed strategies\n(including stressed/distressed funds and credit alpha strategies) and energy strategies. Liquid Credit returns include CLOs, closed-ended funds, open-\nended funds and separately managed accounts. Only fee-earning funds exceeding $100 million of fair value at the beginning of each respective\nquarter-end are included. Funds in liquidation, funds investing primarily in investment grade corporate credit and asset-based finance funds are\nexcluded. Blackstone Funds that were contributed to BXC as part of Blackstone’s acquisition of BXC in March 2008 and the pre-acquisition date\nperformance for funds and vehicles acquired by BXC subsequent to March 2008, are also excluded. Private Credit and Liquid Credit’s inception to date\nreturns are from December 31, 2005. Prior periods have been updated to reflect this presentation.\n \n124\nOperating Metrics\nThe following table presents information regarding our Invested Performance Eligible Assets Under Management:\n \n \n  \nInvested Performance \nEligible Assets Under \nManagement\n  \nEstimated % Above\nHigh Water \nMark/Hurdle (a)\n \n  \nDecember 31,\n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n2020\n  \n2022\n \n2021\n \n2020\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n   \n \n \n \n \nCredit & Insurance (b)\n  $    87,175,669   $    66,350,185   $    28,944,333    \n93%   \n94%   \n58% \n \n(a) Estimated % Above High Water Mark/Hurdle represents the percentage of Invested Performance Eligible Assets Under Management that as of the\ndates presented would earn performance fees when the applicable Credit & Insurance managed fund has positive investment performance relative to a\nhurdle, where applicable. Incremental positive performance in the applicable Blackstone Funds may cause additional assets to reach their respective\nHigh Water Mark or clear a hurdle return, thereby resulting in an increase in Estimated % Above High Water Mark/Hurdle.\n(b) For the Credit & Insurance managed funds, at December 31, 2022, the incremental appreciation needed for the 7% of Invested Performance Eligible\nAssets Under Management below their respective High Water Marks/Hurdles to reach their respective High Water Marks/Hurdles was $2.0 billion, an\nincrease of $225.5 million, compared to $1.8 billion at December 31, 2021. Of the Invested Performance Eligible Assets Under Management below their\nrespective High Water Marks/Hurdles as of December 31, 2022, 47% were within 5% of reaching their respective High Water Mark.\nHedge Fund Solutions\nThe following table presents the results of operations for our Hedge Fund Solutions segment:\n \n \n \nYear Ended December 31,\n \n2022 vs. 2021\n  \n2021 vs. 2020\n \n \n2022\n \n2021\n \n2020\n \n$\n \n%\n  \n$\n \n%\n  \n \n \n(Dollars in Thousands)\nManagement Fees, Net\n \n \n \n \n \n  \n \nBase Management Fees\n $\n565,226  $    636,685  $    582,830  $ (71,459)   -11%   $ 53,855   \n9% \nTransaction and Other Fees, Net\n  \n6,193   \n11,770   \n5,899   \n(5,577)   -47%    \n5,871   100% \nManagement Fee Offsets\n  \n(177)   \n(572)   \n(650)   \n395   -69%    \n78   -12% \n  \nTotal Management Fees, Net\n  \n571,242   \n647,883   \n588,079   (76,641)   -12%    59,804   10% \nFee Related Compensation\n  \n(186,672)   \n(156,515)   \n(161,713)   (30,157)   19%    \n5,198   -3% \nOther Operating Expenses\n  \n(105,334)   \n(94,792)   \n(79,758)   (10,542)   11%    (15,034)   19% \n  \nFee Related Earnings\n  \n279,236   \n396,576   \n346,608   (117,340)   -30%    49,968   14% \n  \nRealized Performance Revenues\n  \n137,184   \n290,980   \n179,789   (153,796)   -53%    111,191   62% \nRealized Performance Compensation\n  \n(37,977)   \n(76,701)   \n(31,224)   \n38,724   -50%    (45,477)   146% \nRealized Principal Investment Income\n  \n24,706   \n56,733   \n54,110   (32,027)   -56%    \n2,623   \n5% \n  \nNet Realizations\n  \n123,913   \n271,012   \n202,675   (147,099)   -54%    68,337   34% \n  \nSegment Distributable Earnings\n $    403,149  $\n667,588  $\n549,283  $(264,439)   -40%   $118,305   22% \n  \n \nn/m     Not meaningful.\n \n125\nYear Ended December 31, 2022 Compared to Year Ended December 31, 2021\nSegment Distributable Earnings were $403.1 million for the year ended December 31, 2022, a decrease of $264.4 million, compared to $667.6 million\nfor the year ended December 31, 2021. The decrease in Segment Distributable Earnings was attributable to decreases of $117.3 million in Fee Related\nEarnings and $147.1 million in Net Realizations.\nStrategies across our Hedge Fund Solutions segment navigated a year of significant market volatility caused by high inflation and escalating interest\nrates to generally outperform the broader market with significantly less volatility. The performance of some of the underlying managers in our Hedge Fund\nSolutions segment, however, was adversely impacted by the challenging market environment. Segment Distributable Earnings in the Hedge Fund Solutions\nsegment would likely be negatively impacted by a significant or sustained weak market environment or decline in asset prices, including as a result of\nconcerns over macroeconomic and geopolitical factors. In addition, while certain of our strategies are designed to benefit from a rising interest rate\n\n\nenvironment, in an environment concurrently characterized by high interest rates and weak equity markets, it may be difficult for funds in certain strategies to\nexceed interest rate-based performance hurdles to which such funds are subject, which would negatively impact our Segment Distributable Earnings.\nOutperformance relative to the broader market by strategies in our Hedge Fund Solutions segment, particularly during times of meaningful equity\nmarket volatility, could contribute to increased flows in the segment. Despite significant volatility in 2022, however, overall in recent years markets have\nexperienced relatively low volatility, which has at times resulted in certain investors reallocating capital away from traditional hedge fund strategies. To the\nextent markets experience a prolonged period of low volatility and outperform our hedge fund strategies, investors may seek to reallocate capital away from\ntraditional hedge fund strategies, which could negatively impact net flows in our Hedge Fund Solutions segment. Conversely, outperformance by our Hedge\nFund Solutions strategies in a weak market environment has in some cases resulted in such strategies representing an increasing portion of the value of\ncertain investors’ portfolios, which may limit such investors’ ability to allocate additional capital to certain funds in the segment, or result in such investors\nseeking to withdraw capital from such funds. The Hedge Fund Solutions segment operates multiple business lines, manages strategies that are both long\nand short asset classes and generates a majority of its revenue through management fees. In that regard, the segment’s revenues depend in part on our\nability to successfully grow such existing diverse business lines and strategies and to identify and scale new ones to meet evolving investor appetites. In\nrecent years we have shifted the mix of our product offerings to include more products whose performance-based fees represent a more significant\nproportion of the fees earned from such products than has historically been the case.\nFee Related Earnings\nFee Related Earnings were $279.2 million for the year ended December 31, 2022, a decrease of $117.3 million, compared to $396.6 million for the year\nended December 31, 2021. The decrease in Fee Related Earnings was primarily attributable to a decrease of $76.6 million in Management Fees, Net and\nincreases of $30.2 million in Fee Related Compensation and $10.5 million in Other Operating Expenses.\nManagement Fees, Net were $571.2 million for the year ended December 31, 2022, a decrease of $76.6 million, compared to $647.9 million for the\nyear ended December 31, 2021, primarily driven by a decrease in Base Management Fees. Base Management Fees decreased $71.5 million primarily\ndriven by a decrease in Fee-Earning Assets Under Management in customized solutions and commingled products.\nFee Related Compensation were $186.7 million for the year ended December 31, 2022, an increase of $30.2 million, compared to $156.5 million for the\nyear ended December 31, 2021. The increase was primarily due to compensation accruals, hiring and corporate allocations.\n \n126\nOther Operating Expenses were $105.3 million for the year ended December 31, 2022, an increase of $10.5 million, compared to $94.8 million for the\nyear ended December 31, 2021. The increase was primarily due to travel and entertainment, and occupancy related expenses.\nNet Realizations\nNet Realizations were $123.9 million for the year ended December 31, 2022, a decrease of $147.1 million, compared to $271.0 million for the year\nended December 31, 2021. The decrease in Net Realizations was primarily attributable to decreases of $153.8 million in Realized Performance Revenues\nand $32.0 million in Realized Principal Investment Income, partially offset by a decrease of $38.7 million in Realized Performance Compensation.\nRealized Performance Revenues were $137.2 million for the year ended December 31, 2022, a decrease of $153.8 million, compared to $291.0 million\nfor the year ended December 31, 2021. The decrease was primarily driven by reduced Realized Performance Revenues in liquid and specialized solutions\nand in customized solutions and commingled products.\nRealized Principal Investment Income was $24.7 million for the year ended December 31, 2022, a decrease of $32.0 million, compared to $56.7 million\nfor the year ended December 31, 2021. The decrease was primarily due to the segment’s allocation of the gain recognized in the Pátria sale transaction in\nthe first and third quarters of 2021.\nRealized Performance Compensation was $38.0 million for the year ended December 31, 2022, a decrease of $38.7 million, compared to $76.7 million\nfor the year ended December 31, 2021. The decrease was primarily due to the decrease in Realized Performance Revenues.\nComposite Returns\nComposite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the\nperiods presented. The composite returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone\nand is also not necessarily indicative of the future results of any particular fund or composite. An investment in Blackstone is not an investment in any of our\nfunds or composites. There can be no assurance that any of our funds or composites or our other existing and future funds or composites will achieve\nsimilar returns.\nThe following table presents the return information of the BAAM Principal Solutions Composite:\n \n \n  \nAverage Annual Returns (a)\n \n  \nPeriods Ended December 31, 2022\n \n  \nOne Year\n \nThree Year\n \nFive Year\n \nHistorical\nComposite\n  \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\nBAAM Principal Solutions Composite (b)\n   \n5%   \n4%   \n6%   \n5%   \n6%   \n5%   \n7%   \n6% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \n(a) Composite returns present a summarized asset-weighted return measure to evaluate the overall performance of the applicable class of Blackstone\nFunds.\n(b) BAAM’s Principal Solutions (“BPS”) Composite covers the period from January 2000 to present, although BAAM’s inception date is September 1990.\nThe BPS Composite includes only BAAM-managed commingled and customized multi-manager funds and accounts and does not include BAAM’s\nindividual investor solutions (liquid alternatives), strategic capital (seeding and GP minority stakes), strategic opportunities (co-invests), and advisory\n(non-discretionary) platforms, except for investments by BPS funds directly into those platforms.\n \n127\n \nBAAM-managed funds in liquidation and, in the case of net returns, non-fee-paying assets are also excluded. The funds/accounts that comprise the\nBPS Composite are not managed within a single fund or account and are managed with different mandates. There is no guarantee that BAAM would\nhave made the same mix of investments in a stand-alone fund/account. The BPS Composite is not an investible product and, as such, the\nperformance of the BPS Composite does not represent the performance of an actual fund or account. The historical return is from January 1, 2000.\nOperating Metrics\n\n\nThe following table presents information regarding our Invested Performance Eligible Assets Under Management:\n \n \n  \nInvested Performance \nEligible Assets Under \nManagement\n  \nEstimated % Above\nHigh Water \nMark/Benchmark (a)\n \n  \nDecember 31,\n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n2020\n  \n2022\n \n2021\n \n2020\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n   \n  \n  \nHedge Fund Solutions Managed Funds (b)\n  $  50,664,202   $  47,639,865   $  47,088,501    \n85%   \n91%   \n75% \n \n(a) Estimated % Above High Water Mark/Benchmark represents the percentage of Invested Performance Eligible Assets Under Management that as of the\ndates presented would earn performance fees when the applicable Hedge Fund Solutions managed fund has positive investment performance relative\nto a benchmark, where applicable. Incremental positive performance in the applicable Blackstone Funds may cause additional assets to reach their\nrespective High Water Mark or clear a benchmark return, thereby resulting in an increase in Estimated % Above High Water Mark/Benchmark.\n(b) For the Hedge Fund Solutions managed funds, at December 31, 2022, the incremental appreciation needed for the 15% of Invested Performance\nEligible Assets Under Management below their respective High Water Marks/Benchmarks to reach their respective High Water Marks/Benchmarks was\n$757.7 million, an increase of $457.9 million, compared to $299.8 million at December 31, 2021. Of the Invested Performance Eligible Assets Under\nManagement below their respective High Water Marks/ Benchmarks as of December 31, 2022, 59% were within 5% of reaching their respective High\nWater Mark.\nNon-GAAP Financial Measures\nThese non-GAAP financial measures are presented without the consolidation of any Blackstone Funds that are consolidated into the Consolidated\nFinancial Statements. Consequently, all non-GAAP financial measures exclude the assets, liabilities and operating results related to the Blackstone Funds.\nSee “— Key Financial Measures and Indicators” for our definitions of Distributable Earnings, Segment Distributable Earnings, Fee Related Earnings and\nAdjusted EBITDA.\n \n128\nThe following table is a reconciliation of Net Income Attributable to Blackstone Inc. to Distributable Earnings, Total Segment Distributable Earnings, Fee\nRelated Earnings and Adjusted EBITDA:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\n  \n  \n  \n \n  \n(Dollars in Thousands)\nNet Income Attributable to Blackstone Inc.\n  \n$ 1,747,631   $ 5,857,397   $ 1,045,363 \nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings\n  \n 1,276,402    4,886,552    1,012,924 \nNet Income Attributable to Non-Controlling Interests in Consolidated Entities\n  \n \n107,766    1,625,306    \n217,117 \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated\nEntities\n  \n \n(142,890)    \n5,740    \n(13,898) \n  \n  \n  \nNet Income\n  \n 2,988,909    12,374,995    2,261,506 \nProvision for Taxes\n  \n \n472,880    1,184,401    \n356,014 \n  \n  \n  \nNet Income Before Provision for Taxes\n  \n 3,461,789    13,559,396    2,617,520 \nTransaction-Related Charges (a)\n  \n \n57,133    \n144,038    \n240,729 \nAmortization of Intangibles (b)\n  \n \n60,481    \n68,256    \n65,984 \nImpact of Consolidation (c)\n  \n \n35,124    (1,631,046)    \n(203,219) \nUnrealized Performance Revenues (d)\n  \n 3,436,978    (8,675,246)    \n384,758 \nUnrealized Performance Allocations Compensation (e)\n  \n (1,470,588)    3,778,048    \n(154,516) \nUnrealized Principal Investment (Income) Loss (f)\n  \n 1,235,529    \n(679,767)    \n101,742 \nOther Revenues (g)\n  \n \n(183,754)    \n(202,885)    \n253,693 \nEquity-Based Compensation (h)\n  \n \n782,090    \n559,537    \n333,767 \nAdministrative Fee Adjustment (i)\n  \n \n9,866    \n10,188    \n5,265 \nTaxes and Related Payables (j)\n  \n \n(791,868)    \n(759,682)    \n(304,127) \n  \n  \n  \nDistributable Earnings\n  \n 6,632,780    6,170,837    3,341,596 \nTaxes and Related Payables (j)\n  \n \n791,868    \n759,682    \n304,127 \nNet Interest and Dividend Loss (k)\n  \n \n31,494    \n33,588    \n34,910 \n  \n  \n  \nTotal Segment Distributable Earnings\n  \n 7,456,142    6,964,107    3,680,633 \nRealized Performance Revenues (l)\n  \n (4,461,338)    (3,883,112)    (1,865,993) \nRealized Performance Compensation (m)\n  \n 1,814,097    1,557,570    \n714,347 \nRealized Principal Investment Income (n)\n  \n \n(396,256)    \n(587,766)    \n(158,933) \n  \n  \n  \nFee Related Earnings\n  \n$ 4,412,645   $ 4,050,799   $ 2,370,054 \n  \n  \n  \nAdjusted EBITDA Reconciliation\n  \n  \n  \nDistributable Earnings\n  \n$ 6,632,780   $ 6,170,837   $ 3,341,596 \nInterest Expense (o)\n  \n \n316,569    \n196,632    \n165,022 \nTaxes and Related Payables (j)\n  \n \n791,868    \n759,682    \n304,127 \nDepreciation and Amortization (p)\n  \n \n69,219    \n52,187    \n35,136 \n  \n  \n  \nAdjusted EBITDA\n  \n$ 7,810,436   $ 7,179,338   $ 3,845,881 \n  \n  \n  \n \n(a) This adjustment removes Transaction-Related Charges, which are excluded from Blackstone’s segment presentation. Transaction-Related Charges\narise from corporate actions including acquisitions, divestitures, and Blackstone’s initial public offering. They consist primarily of equity-based\ncompensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement\nresulting from a change in tax law or similar event, transaction costs and any gains or losses associated with these corporate actions.\n \n129\n(b) This adjustment removes the amortization of transaction-related intangibles, which are excluded from Blackstone’s segment presentation. This amount\nincludes amortization of intangibles associated with Blackstone’s investment in Pátria, which was historically accounted for under the equity method.\nAs a result of Pátria’s IPO in January 2021, equity method has been discontinued and there is no longer amortization of intangibles associated with the\ninvestment.\n\n\n(c)\nThis adjustment reverses the effect of consolidating Blackstone Funds, which are excluded from Blackstone’s segment presentation. This adjustment\nincludes the elimination of Blackstone’s interest in these funds and the removal of amounts associated with the ownership of Blackstone consolidated\noperating partnerships held by non-controlling interests.\n(d) This adjustment removes Unrealized Performance Revenues on a segment basis. The Segment Adjustment represents the add back of performance\nrevenues earned from consolidated Blackstone Funds which have been eliminated in consolidation.\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n  \n2020\n  \n  \n \n  \n(Dollars in Thousands)\nGAAP Unrealized Performance Allocations\n  $ (3,435,056)  $ 8,675,246    $\n(384,393) \nSegment Adjustment\n   \n(1,922)   \n—     \n(365) \n  \n  \nUnrealized Performance Revenues\n  $ (3,436,978)  $ 8,675,246    $\n(384,758) \n  \n  \n \n(e) This adjustment removes Unrealized Performance Allocations Compensation.\n(f)\nThis adjustment removes Unrealized Principal Investment Income (Loss) on a segment basis. The Segment Adjustment represents (1) the add back of\nPrincipal Investment Income, including general partner income, earned from consolidated Blackstone Funds which have been eliminated in\nconsolidation, and (2) the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-controlling\ninterests.\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\n  \n \n  \n(Dollars in Thousands)\nGAAP Unrealized Principal Investment Income (Loss)\n  $ (1,563,849)  $ 1,456,201  $\n(114,607) \nSegment Adjustment\n   \n328,320   \n(776,434)   \n12,865 \n  \nUnrealized Principal Investment Income (Loss)\n  $ (1,235,529)  $\n679,767  $\n(101,742) \n  \n \n(g) This adjustment removes Other Revenues on a segment basis. The Segment Adjustment represents (1) the add back of Other Revenues earned from\nconsolidated Blackstone Funds which have been eliminated in consolidation, and (2) the removal of certain Transaction-Related Charges.\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\n  \n \n  \n(Dollars in Thousands)\nGAAP Other Revenue\n  $    184,557  $\n203,086  $\n(253,142) \nSegment Adjustment\n   \n(803)   \n(201)   \n(551) \n  \nOther Revenues\n  $\n183,754  $\n202,885  $\n(253,693) \n  \n \n(h) This adjustment removes Equity-Based Compensation on a segment basis.\n(i)\nThis adjustment adds an amount equal to an administrative fee collected on a quarterly basis from certain holders of Blackstone Holdings Partnership\nUnits. The administrative fee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other Operating Expenses in\nBlackstone’s segment presentation.\n \n130\n(j)\nTaxes represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income (Loss) Before Provision\n(Benefit) for Taxes and adjusted to exclude the tax impact of any divestitures. Related Payables represent tax-related payables including the amount\npayable under the Tax Receivable Agreement. See “— Key Financial Measures and Indicators — Distributable Earnings” for the full definition of Taxes\nand Related Payables.\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\n  \n  \n  \n \n  \n(Dollars in Thousands)\nTaxes\n  $\n693,443    $\n703,075    $\n260,569  \nRelated Payables\n   \n98,425     \n56,607     \n43,558  \n  \n  \n  \nTaxes and Related Payables\n  $\n791,868    $\n759,682    $\n304,127  \n  \n  \n  \n \n(k)\nThis adjustment removes Interest and Dividend Revenue less Interest Expense on a segment basis. The Segment Adjustment represents (1) the add\nback of Interest and Dividend Revenue earned from consolidated Blackstone Funds which have been eliminated in consolidation, and (2) the removal\nof interest expense associated with the Tax Receivable Agreement.\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\n  \n \n  \n(Dollars in Thousands)\nGAAP Interest and Dividend Revenue\n  $\n271,612  $\n160,643  $\n125,231 \nSegment Adjustment\n   \n13,463   \n2,401   \n4,881 \n  \nInterest and Dividend Revenue\n   \n285,075   \n163,044   \n130,112 \n  \nGAAP Interest Expense\n   \n317,225   \n198,268   \n166,162 \nSegment Adjustment\n   \n(656)   \n(1,636)   \n(1,140) \n  \nInterest Expense\n   \n316,569   \n196,632   \n165,022 \n  \nNet Interest and Dividend Loss\n  $\n(31,494)  $\n(33,588)  $\n(34,910) \n  \n \n(l)\nThis adjustment removes the total segment amount of Realized Performance Revenues.\n(m) This adjustment removes the total segment amount of Realized Performance Compensation.\n(n) This adjustment removes the total segment amount of Realized Principal Investment Income.\n(o) This adjustment adds back Interest Expense on a segment basis, excluding interest expense related to the Tax Receivable Agreement.\n(p) This adjustment adds back Depreciation and Amortization on a segment basis.\n \n131\nThe following tables are a reconciliation of Total GAAP Investments to Net Accrued Performance Revenues. Total GAAP Investments and Net Accrued\nPerformance Revenues consist of the following:\n\n\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n  \n \n  \n(Dollars in Thousands)\nInvestments of Consolidated Blackstone Funds\n  \n$\n5,136,966   \n$\n2,018,829 \nEquity Method Investments\n  \n  \nPartnership Investments\n  \n \n5,530,419   \n \n5,635,212 \nAccrued Performance Allocations\n  \n 12,360,684   \n 17,096,873 \nCorporate Treasury Investments\n  \n \n1,053,540   \n \n658,066 \nOther Investments\n  \n \n3,471,642   \n \n3,256,063 \n  \n  \nTotal GAAP Investments\n  \n$  27,553,251   \n$  28,665,043 \n  \n  \nAccrued Performance Allocations - GAAP\n  \n$ 12,360,684   \n$ 17,096,873 \nImpact of Consolidation (a)\n  \n \n—   \n \n1 \nDue from Affiliates - GAAP (b)\n  \n \n269,987   \n \n260,993 \nLess: Net Realized Performance Revenues (c)\n  \n \n(282,730)   \n \n(1,294,884) \nLess: Accrued Performance Compensation - GAAP (d)\n  \n \n(5,512,796)   \n \n(7,324,906) \n  \n  \nNet Accrued Performance Revenues\n  \n$\n6,835,145   \n$\n8,738,077 \n  \n  \n \n(a) This adjustment adds back investments in consolidated Blackstone Funds which have been eliminated in consolidation.\n(b) Represents GAAP accrued performance revenue recorded within Due from Affiliates.\n(c)\nRepresents Performance Revenues realized but not yet distributed as of the reporting date and are included in Distributable Earnings in the period they\nare realized.\n(d) Represents GAAP accrued performance compensation associated with Accrued Performance Allocations and is recorded within Accrued\nCompensation and Benefits and Due to Affiliates.\nLiquidity and Capital Resources\nGeneral\nBlackstone’s business model derives revenue primarily from third party Assets Under Management. Blackstone is not a capital or balance sheet\nintensive business and targets operating expense levels such that total management and advisory fees exceed total operating expenses each period. As a\nresult, we require limited capital resources to support the working capital or operating needs of our businesses. We draw primarily on the long-term\ncommitted capital of our limited partner investors to fund the investment requirements of the Blackstone Funds and use our own realizations and cash flows\nto invest in growth initiatives, make commitments to our own funds, where our minimum general partner commitments are generally less than 5% of the\nlimited partner commitments of a fund, and pay dividends to stockholders and distributions to holders of Holdings Units.\nFluctuations in our statement of financial condition result primarily from activities of the Blackstone Funds that are consolidated as well as business\ntransactions, such as the issuance of senior notes described below. The majority economic ownership interests of such consolidated Blackstone Funds are\nreflected as Redeemable Non-Controlling Interests in Consolidated Entities, and Non-Controlling Interests in Consolidated Entities in the Consolidated\nFinancial Statements. The consolidation of these Blackstone Funds has no net effect on Blackstone’s Net Income or Equity. Additionally, fluctuations in our\nstatement of financial condition also include appreciation or depreciation in Blackstone investments in the non-consolidated Blackstone Funds, additional\ninvestments and redemptions of such interests in the non-consolidated Blackstone Funds and the collection of receivables related to management and\nadvisory fees.\n \n132\nTotal Assets were $42.5 billion as of December 31, 2022, an increase of $1.3 billion from December 31, 2021. The increase in Total Assets was\nprincipally due to an increase of $3.3 billion in total assets attributable to consolidated Blackstone Funds, partially offset by a decrease of $1.5 billion in total\nassets attributable to consolidated operating partnerships. The increase in total assets attributable to consolidated Blackstone Funds was primarily due to\nan increase of $3.1 billion in Investments. The increase in Investments was primarily due to two newly consolidated Blackstone Funds. The decrease in\ntotal assets attributable to consolidated operating partnerships was primarily due to a decrease of $3.8 billion in Investments, partially offset by an increase\nof $2.1 billion in Cash and Cash Equivalents. The decrease in Investments was primarily due to a decrease in Accrued Performance Allocations, primarily\nattributable to realizations in excess of unrealized performance allocations. The increase in Cash and Cash Equivalents was primarily due to bond\nissuances and borrowings during the year, as described in “— Sources and Uses of Liquidity.”\nTotal Liabilities were $22.8 billion as of December 31, 2022, an increase of $3.4 billion, or 17%, from December 31, 2021. The increase in Total\nLiabilities was principally due to an increase of $1.9 billion in total liabilities attributable to consolidated operating partnerships and an increase of $1.5 billion\nin total liabilities attributable to consolidated Blackstone Funds. The increase in total liabilities attributable to consolidated operating partnerships and\nconsolidated Blackstone Funds was primarily due to increases of $3.2 billion and $1.4 billion, respectively, in Loans Payable, partially offset by a $1.8 billion\ndecrease in Accrued Compensation and Benefits attributable to consolidated operating partnerships. The increase in Loans Payable was primarily due to\nbond issuances and borrowings, as discussed in the previous paragraph. The decrease in Accrued Compensation and Benefits was primarily due to a\ndecrease in performance compensation.\nWe have multiple sources of liquidity to meet our capital needs as described in “— Sources and Uses of Liquidity.”\nSources and Uses of Liquidity\nWe have multiple sources of liquidity to meet our capital needs, including annual cash flows, accumulated earnings in our businesses, the proceeds\nfrom our issuances of senior notes, liquid investments we hold on our balance sheet and access to our $4.135 billion committed revolving credit facility. On\nJune 3, 2022, Blackstone amended and restated its revolving credit facility to, among other things, increase the amount of the revolving credit facility from\n$2.25 billion to $4.135 billion and to extend the maturity date of the revolving credit facility from November 24, 2025 to June 3, 2027. As of\nDecember 31, 2022, Blackstone had $4.3 billion in Cash and Cash Equivalents, $1.1 billion invested in Corporate Treasury Investments and $3.5 billion in\nOther Investments (which included $3.1 billion of liquid investments), against $11.0 billion in borrowings from our bond issuances, and no borrowings\noutstanding under our revolving credit facility.\nOn January 10, 2022, Blackstone issued $500 million aggregate principal amount of 2.550% senior notes due March 30, 2032 and $1 billion aggregate\nprincipal amount of 3.200% senior notes due January 30, 2052. For additional information see Note 13. “Borrowings” in the “Notes to Consolidated Financial\nStatements” in “— Item 8. Financial Statements and Supplementary Data” of this filing and “— Notable Transactions.”\nOn June 1, 2022, Blackstone issued €500 million aggregate principal amount of 3.500% senior notes due June 1, 2034. For additional information see\nNote 13. “Borrowings” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing and\n“— Notable Transactions.”\n\n\nOn November 3, 2022, Blackstone issued $600 million aggregate principal amount of 5.900% senior notes due November 3, 2027 and $900 million\naggregate principal amount of 6.200% senior notes due April 22, 2033. For additional information see Note 13. “Borrowings” in the “Notes to Consolidated\nFinancial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing and “— Notable Transactions.”\n \n133\nIn addition to the cash we received from our notes offerings and availability under our revolving credit facility, we expect to receive (a) cash generated\nfrom operating activities, (b) Performance Revenue realizations, and (c) realizations on the fund investments that we make. The amounts received from\nthese three sources in particular may vary substantially from year to year and quarter to quarter depending on the frequency and size of realization events\nor net returns experienced by our investment funds. Our available capital could be adversely affected if there are prolonged periods of few substantial\nrealizations from our investment funds accompanied by substantial capital calls for new investments from those investment funds. Therefore, Blackstone’s\ncommitments to our funds are taken into consideration when managing our overall liquidity and cash position.\nWe expect that our primary liquidity needs will be cash to (a) provide capital to facilitate the growth of our existing businesses, which principally includes\nfunding our general partner and co-investment commitments to our funds, (b) provide capital for business expansion, (c) pay operating expenses, including\ncash compensation to our employees, and other obligations as they arise, (d) fund modest capital expenditures, (e) repay borrowings and related interest\ncosts, (f) pay income taxes, (g) repurchase shares of our common stock and Blackstone Holdings Partnership Units pursuant to our repurchase program and\n(h) pay dividends to our stockholders and distributions to the holders of Blackstone Holdings Partnership Units. For a tabular presentation of Blackstone’s\ncontractual obligations and the expected timing of such see “— Contractual Obligations.”\n \n134\nCapital Commitments\nOur own capital commitments to our funds, the funds we invest in and our investment strategies as of December 31, 2022 consisted of the following:\n \n \n  \nBlackstone and \nGeneral Partner\n  \nSenior Managing Directors \nand Certain Other \nProfessionals (a)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nReal Estate\n  \n  \n  \n  \nBREP VI\n  $\n750,000   $\n36,809   $\n150,000   $\n12,270 \nBREP VII\n   \n300,000    \n33,240    \n100,000    \n11,080 \nBREP VIII\n   \n300,000    \n41,957    \n100,000    \n13,986 \nBREP IX\n   \n300,000    \n58,292    \n100,000    \n19,431 \nBREP X\n   \n300,000    \n293,435    \n100,000    \n97,810 \nBREP Europe III\n   \n100,000    \n11,989    \n35,000    \n3,996 \nBREP Europe IV\n   \n130,000    \n24,074    \n43,333    \n8,025 \nBREP Europe V\n   \n150,000    \n26,592    \n43,333    \n7,682 \nBREP Europe VI\n   \n130,000    \n78,197    \n43,333    \n26,066 \nBREP Asia I\n   \n50,000    \n9,925    \n16,667    \n3,308 \nBREP Asia II\n   \n70,707    \n15,711    \n23,569    \n5,237 \nBREP Asia III\n   \n80,573    \n69,888    \n26,858    \n23,296 \nBREDS III\n   \n50,000    \n13,499    \n16,667    \n4,500 \nBREDS IV\n   \n50,000    \n20,819    \n—    \n— \nBREDS V\n   \n50,000    \n50,000    \n—    \n— \nBPP\n   \n314,909    \n39,130    \n—    \n— \nOther (b)\n   \n24,087    \n6,190    \n—    \n— \n  \n  \n  \n  \nTotal Real Estate\n       3,150,276         829,747         798,760      236,687 \n  \n  \n  \n  \n \ncontinued...\n135\n \n  \nBlackstone and \nGeneral Partner\n  \nSenior Managing Directors \nand Certain Other \nProfessionals (a)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nPrivate Equity\n  \n  \n  \n  \nBCP V\n  $\n629,356   $\n30,642   $\n—   $\n— \nBCP VI\n   \n719,718    \n82,829    \n250,000    \n28,771 \nBCP VII\n   \n500,000    \n36,635    \n225,000    \n16,486 \nBCP VIII\n   \n500,000    \n280,667    \n225,000    \n126,300 \nBCP IX\n   \n500,000    \n500,000    \n225,000    \n225,000 \nBEP I\n   \n50,000    \n4,728    \n—    \n— \nBEP II\n   \n80,000    \n14,633    \n26,667    \n4,878 \nBEP III\n   \n80,000    \n42,124    \n26,667    \n14,041 \nBEP IV\n   \n26,087    \n26,087    \n8,696    \n8,696 \nBCEP I\n   \n117,747    \n27,016    \n18,992    \n4,358 \nBCEP II\n   \n160,000    \n112,284    \n32,640    \n22,906 \nBCP Asia I\n   \n40,000    \n10,428    \n13,333    \n3,476 \nBCP Asia II\n   \n100,000    \n92,615    \n33,333    \n30,872 \nTactical Opportunities\n   \n460,508    \n216,002    \n153,503    \n72,001 \nStrategic Partners\n   \n1,227,927    \n786,732    \n166,907    \n99,263 \nBIP\n   \n302,019    \n84,708    \n—    \n— \nBXLS\n   \n142,057    \n98,450    \n37,353    \n30,428 \nBXG\n   \n150,838    \n92,524    \n50,110    \n30,827 \nOther (b)\n   \n290,209    \n28,126    \n—    \n— \n  \n  \n  \n  \nTotal Private Equity\n       6,076,466      2,567,230      1,493,201      718,303 \n  \n  \n  \n  \n\n\nCredit & Insurance\n  \n  \n  \n  \nMezzanine / Opportunistic II\n   \n120,000    \n29,197    \n110,101    \n26,788 \nMezzanine / Opportunistic III\n   \n130,783    \n38,766    \n31,776    \n9,419 \nMezzanine / Opportunistic IV\n   \n122,000    \n85,882    \n33,757    \n23,764 \nEuropean Senior Debt I\n   \n63,000    \n16,508    \n56,882    \n14,905 \nEuropean Senior Debt II\n   \n92,419    \n38,359    \n25,420    \n10,558 \nEuropean Senior Debt III\n   \n50,000    \n50,000    \n16,667    \n16,667 \nStressed / Distressed II\n   \n125,000    \n51,695    \n119,878    \n49,576 \nStressed / Distressed III\n   \n151,000    \n95,028    \n32,678    \n20,565 \nEnergy I\n   \n80,000    \n37,630    \n75,445    \n35,487 \nEnergy II\n   \n150,000    \n111,544    \n26,614    \n19,791 \nEnergy III\n   \n75,918    \n75,918    \n25,306    \n25,306 \nCredit Alpha Fund\n   \n52,102    \n19,752    \n50,670    \n19,209 \nCredit Alpha Fund II\n   \n25,500    \n12,550    \n6,289    \n3,095 \nOther (b)\n   \n148,784    \n61,627    \n20,407    \n4,396 \n  \n  \n  \n  \nTotal Credit & Insurance\n   \n1,386,506    \n724,456    \n631,890    \n279,526 \n  \n  \n  \n  \n \ncontinued...\n136\n \n  \nBlackstone and \nGeneral Partner\n  \nSenior Managing Directors \nand Certain Other \nProfessionals (a)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nHedge Fund Solutions\n  \n  \n  \n  \nStrategic Alliance I\n  $\n50,000   $\n2,033   $\n—   $\n— \nStrategic Alliance II\n   \n50,000    \n1,482    \n—    \n— \nStrategic Alliance III\n   \n22,000    \n15,458    \n—    \n— \nStrategic Alliance IV\n   \n15,000    \n15,000    \n—    \n— \nStrategic Holdings I\n   \n154,610    \n27,429    \n—    \n— \nStrategic Holdings II\n   \n50,000    \n27,125    \n—    \n— \nHorizon\n   \n100,000    \n27,765    \n—    \n— \nDislocation\n   \n10,000    \n8,176    \n—    \n— \nOther (b)\n   \n17,935    \n8,528    \n—    \n— \n  \n  \n  \n  \nTotal Hedge Fund Solutions\n   \n469,545    \n132,996    \n—    \n— \n  \n  \n  \n  \nOther\n  \n  \n  \n  \nTreasury (c)\n   \n1,016,299    \n762,158    \n—    \n— \n  \n  \n  \n  \n  $  12,099,092   $  5,016,587   $  2,923,851   $  1,234,516 \n  \n  \n  \n  \n \n(a) For some of the general partner commitments shown in the table above, we require our senior managing directors and certain other professionals to\nfund a portion of the commitment even though the ultimate obligation to fund the aggregate commitment is ours pursuant to the governing agreements\nof the respective funds. The amounts of the aggregate applicable general partner original and remaining commitment are shown in the table above. In\naddition, certain senior managing directors and other professionals may be required to fund a de minimis amount of the commitment in certain carry\nfunds. We expect our commitments to be drawn down over time and to be funded by available cash and cash generated from operations and\nrealizations. Taking into account prevailing market conditions and both the liquidity and cash or liquid investment balances, we believe that the sources\nof liquidity described above will be more than sufficient to fund our working capital requirements.\n(b) Represents capital commitments to a number of other funds in each respective segment.\n(c)\nRepresents loan origination commitments, revolver commitments and capital market commitments.\nFor a tabular presentation of the timing of Blackstone’s remaining capital commitments to our funds, the funds we invest in and our investment\nstrategies see “— Contractual Obligations”.\n \n137\nBorrowings\nAs of December 31, 2022, Blackstone Holdings Finance Co. L.L.C. (the “Issuer”), an indirect subsidiary of Blackstone, had issued and outstanding the\nfollowing senior notes (collectively the “Notes”):\n \nSenior Notes (a)\n  \nAggregate\nPrincipal\nAmount\n(Dollars/Euros\nin Thousands)\n4.750%, Due 2/15/2023\n  \n$\n400,000 \n2.000%, Due 5/19/2025\n  \n€\n300,000 \n1.000%, Due 10/5/2026\n  \n€\n600,000 \n3.150%, Due 10/2/2027\n  \n$\n300,000 \n5.900%, Due 11/3/2027\n  \n$\n600,000 \n1.625%, Due 8/5/2028\n  \n$\n650,000 \n1.500%, Due 4/10/2029\n  \n€\n600,000 \n2.500%, Due 1/10/2030\n  \n$\n500,000 \n1.600%, Due 3/30/2031\n  \n$\n500,000 \n2.000%, Due 1/30/2032\n  \n$\n800,000 \n2.550%, Due 3/30/2032\n  \n$\n500,000 \n6.200%, Due 4/22/2033\n  \n$\n900,000 \n3.500%, Due 6/1/2034\n  \n€\n500,000 \n6.250%, Due 8/15/2042\n  \n$\n250,000 \n5.000%, Due 6/15/2044\n  \n$\n500,000 \n4.450%, Due 7/15/2045\n  \n$\n350,000 \n\n\n4.000%, Due 10/2/2047\n  \n$\n300,000 \n3.500%, Due 9/10/2049\n  \n$\n400,000 \n2.800%, Due 9/30/2050\n  \n$\n400,000 \n2.850%, Due 8/5/2051\n  \n$\n550,000 \n3.200%, Due 1/30/2052\n  \n$ 1,000,000 \n  \n  \n$11,041,000 \n  \n \n(a) The Notes are unsecured and unsubordinated obligations of the Issuer and are fully and unconditionally guaranteed, jointly and severally, by\nBlackstone Inc. and each of the Blackstone Holdings Partnerships. The Notes contain customary covenants and financial restrictions that, among other\nthings, limit the Issuer and the guarantors’ ability, subject to certain exceptions, to incur indebtedness secured by liens on voting stock or profit\nparticipating equity interests of their subsidiaries or merge, consolidate or sell, transfer or lease assets. The Notes also contain customary events of\ndefault. All or a portion of the Notes may be redeemed at our option, in whole or in part, at any time and from time to time, prior to their stated maturity,\nat the make-whole redemption price set forth in the Notes. If a change of control repurchase event occurs, the Notes are subject to repurchase at the\nrepurchase price as set forth in the Notes.\nBlackstone, through its indirect subsidiary Blackstone Holdings Finance Co. L.L.C., has a $4.135 billion unsecured revolving credit facility (the “Credit\nFacility”) with Citibank, N.A., as administrative agent with a maturity date of June 3, 2027. Borrowings may also be made in U.K. sterling, euros, Swiss\nfrancs, Japanese yen or Canadian dollars, in each case subject to certain sub-limits. The Credit Facility contains customary representations, covenants and\nevents of default. Financial covenants consist of a maximum net leverage ratio and a requirement to keep a minimum amount of fee-earning assets under\nmanagement, each tested quarterly.\n \n138\nFor a tabular presentation of the payment timing of principal and interest due on Blackstone’s issued notes and revolving credit facility see\n“— Contractual Obligations”.\nContractual Obligations\nThe following table sets forth information relating to our contractual obligations as of December 31, 2022 on a consolidated basis and on a basis\ndeconsolidating the Blackstone Funds:\n \nContractual Obligations\n  \n2023\n \n2024-2025\n  \n2026-2027\n  \nThereafter\n \nTotal\n  \n  \n  \n \n  \n(Dollars in Thousands)\nOperating Lease Obligations (a)\n  $\n143,692  \n$\n309,731   $\n299,835   $\n672,196  \n$\n1,425,454 \nPurchase Obligations\n   \n107,832  \n \n153,700    \n52,599    \n3,042  \n \n317,173 \nBlackstone Issued Notes and Revolving Credit Facility (b)\n   \n400,000  \n \n321,150    1,542,300    \n8,777,550  \n \n11,041,000 \nInterest on Blackstone Issued Notes and Revolving Credit Facility (c)    \n353,058  \n \n690,541    \n666,235    \n3,549,518  \n \n5,259,352 \nBlackstone Funds Debt Obligations Payable\n   \n—  \n \n—    \n—    \n1,450,000  \n \n1,450,000 \nBlackstone Funds Capital Commitments to Investee Funds (d)\n   \n209,973  \n \n—    \n—    \n—  \n \n209,973 \nDue to Certain Non-Controlling Interest Holders in Connection with\nTax Receivable Agreements (e)\n   \n64,634  \n \n199,671    \n213,661    \n1,125,378  \n \n1,603,344 \nUnrecognized Tax Benefits, Including Interest and Penalties (f)\n   \n—  \n \n—    \n—    \n—  \n \n— \nBlackstone Operating Entities Capital Commitments to Blackstone\nFunds and Other (g)\n   5,016,587  \n \n—    \n—    \n—  \n \n5,016,587 \n  \n  \n  \nConsolidated Contractual Obligations\n   6,295,776  \n 1,674,793    2,774,630    15,577,684  \n \n26,322,883 \nBlackstone Funds Debt Obligations Payable\n   \n—  \n \n—    \n—    \n(1,450,000)  \n \n(1,450,000) \nBlackstone Funds Capital Commitments to Investee Funds (d)\n   \n(209,973)  \n \n—    \n—    \n—  \n \n(209,973) \n  \n  \n  \nBlackstone Operating Entities Contractual Obligations\n  $  6,085,803  \n$  1,674,793   $  2,774,630   $  14,127,684  \n$  24,662,910 \n  \n  \n  \n \n(a) We lease our primary office space and certain office equipment under agreements that expire through 2043. Occupancy lease agreements, in addition\nto contractual rent payments, generally include additional payments for certain costs incurred by the landlord, such as building expenses, and utilities.\nTo the extent these are fixed or determinable they are included in the table above. The table above includes operating leases that are recognized as\nOperating Lease Liabilities, short-term leases that are not recorded as Operating Lease Liabilities and leases that have been signed but not yet\ncommenced which are not recorded as Operating Lease Liabilities. The amounts in this table are presented net of contractual sublease commitments.\n(b) Represents the principal amount due on the senior notes we issued assuming no pre-payments are made and the notes are held until their final\nmaturity. As of December 31, 2022, we had no borrowings outstanding under our revolver.\n(c)\nRepresents interest to be paid over the maturity of our senior notes which has been calculated assuming no pre-payments are made and debt is held\nuntil its final maturity date. These amounts include commitment fees for unutilized borrowings under our revolver.\n \n139\n(d) These obligations represent commitments of the consolidated Blackstone Funds to make capital contributions to investee funds and portfolio\ncompanies. These amounts are generally due on demand and are therefore presented in the less than one year category.\n(e) Represents obligations by Blackstone’s corporate subsidiary to make payments under the Tax Receivable Agreements to certain non-controlling\ninterest holders for the tax savings realized from the taxable purchases of their interests in connection with the reorganization at the time of\nBlackstone’s IPO in 2007 and subsequent purchases. The obligation represents the amount of the payments currently expected to be made, which are\ndependent on the tax savings actually realized as determined annually without discounting for the timing of the payments. As required by GAAP, the\namount of the obligation included in the Consolidated Financial Statements and shown in Note 18. “Related Party Transactions” (see “— Item 8.\nFinancial Statements and Supplementary Data”) differs to reflect the net present value of the payments due to certain non-controlling interest holders.\n(f)\nAs of December 31, 2022, there were no Unrecognized Tax Benefits, including Interest and Penalties. In addition, Blackstone is not able to make a\nreasonably reliable estimate of the timing of payments in individual years in connection with gross unrecognized benefits of $153.6 million and interest\nof $38.0 million; therefore, such amounts are not included in the above contractual obligations table.\n(g) These obligations represent commitments by us to provide general partner capital funding to the Blackstone Funds, limited partner capital funding to\nother funds and Blackstone principal investment commitments. These amounts are generally due on demand and are therefore presented in the less\nthan one year category; however, a substantial amount of the capital commitments are expected to be called over the next three years. We expect to\ncontinue to make these general partner capital commitments as we raise additional amounts for our investment funds over time.\nGuarantees\nBlackstone and certain of its consolidated funds provide financial guarantees. The amounts and nature of these guarantees are described in Note 19.\n“Commitments and Contingencies — Contingencies — Guarantees” in the “Notes to Consolidated Financial Statements” in “—Item 8. Financial Statements\nand Supplementary Data” of this filing.\n\n\nIndemnifications\nIn many of its service contracts, Blackstone agrees to indemnify the third party service provider under certain circumstances. The terms of the\nindemnities vary from contract to contract and the amount of indemnification liability, if any, cannot be determined and has not been included in the above\ncontractual obligations table or recorded in our Consolidated Financial Statements as of December 31, 2022.\nClawback Obligations\nPerformance Allocations are subject to clawback to the extent that the Performance Allocations received to date with respect to a fund exceed the\namount due to Blackstone based on cumulative results of that fund. The amounts and nature of Blackstone’s clawback obligations are described in Note 19.\n“Commitments and Contingencies — Contingencies — Contingent Obligations (Clawback)” in the “Notes to Consolidated Financial Statements” in “—\nItem 8. Financial Statements and Supplementary Data” of this filing.\nShare Repurchase Program\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings\nPartnership Units. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated\ntransactions or otherwise. The timing and the actual number repurchased will depend on a variety of factors, including legal requirements, price and\neconomic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified\nexpiration date.\n \n140\nDuring the year ended December 31, 2022, Blackstone repurchased 3.9 million shares of common stock at a total cost of $392.0 million. As of\nDecember 31, 2022, the amount remaining available for repurchases under the program was $1.1 billion.\nDividends\nOur intention is to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable\nEarnings, subject to adjustment by amounts determined by our board of directors to be necessary or appropriate to provide for the conduct of our business,\nto make appropriate investments in our business and funds, to comply with applicable law, any of our debt instruments or other agreements, or to provide\nfor future cash requirements such as tax-related payments, clawback obligations and dividends to stockholders for any ensuing quarter. The dividend\namount could also be adjusted upward in any one quarter.\nFor Blackstone’s definition of Distributable Earnings, see “— Key Financial Measures and Indicators.”\nAll 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,\nand our board of directors may change our dividend policy at any time, including, without limitation, to reduce such quarterly dividends or even to eliminate\nsuch dividends entirely.\nBecause the publicly traded entity and/or its wholly owned subsidiaries must pay taxes and make payments under the tax receivable agreements, the\namounts ultimately paid as dividends by Blackstone to common stockholders in respect of each fiscal year are generally expected to be less, on a per share\nor per unit basis, than the amounts distributed by the Blackstone Holdings Partnerships to the Blackstone personnel and others who are limited partners of\nthe Blackstone Holdings Partnerships in respect of their Blackstone Holdings Partnership Units. Following Blackstone’s conversion from a limited\npartnership to a corporation, we expect to pay more corporate income taxes than we would have as a limited partnership, which will increase this difference\nbetween the per share dividend and per unit distribution amounts.\nDividends are treated as qualified dividends to the extent of Blackstone’s current and accumulated earnings and profits, with any excess dividends\ntreated as a return of capital to the extent of the stockholder’s basis.\nThe following graph shows fiscal quarterly and annual per common stockholder dividends for 2022, 2021 and 2020. Dividends are declared and paid in\nthe quarter subsequent to the quarter in which they are earned.\n \n141\nWith respect to fiscal year 2022, we paid to stockholders of our common stock a dividend of $1.32, $1.27, $0.90 and $0.91 per share in respect of the\nfirst, second, third and fourth quarters, respectively, aggregating to $4.40 per share of common stock. With respect to fiscal years 2021 and 2020, we paid\nstockholders of our common stock aggregate dividends of $4.06 per share and $2.26 per share, respectively.\n\n\nLeverage\nWe may under certain circumstances use leverage opportunistically and over time to create the most efficient capital structure for Blackstone and our\nstockholders. In addition to the borrowings from our notes issuances and our revolving credit facility, we may use reverse repurchase agreements,\nrepurchase agreements and securities sold, not yet purchased. Reverse repurchase agreements are entered into primarily to take advantage of\nopportunistic yields otherwise absent in the overnight markets and also to use the collateral received to cover securities sold, not yet purchased.\nRepurchase agreements are entered into primarily to opportunistically yield higher spreads on purchased securities. The balances held in these financial\ninstruments fluctuate based on Blackstone’s liquidity needs, market conditions and investment risk profiles.\n \n142\nThe following table presents information regarding these financial instruments in our Consolidated Statements of Financial Condition:\n \n \n  \nRepurchase\nAgreements   \nSecurities\nSold, Not Yet\nPurchased\n  \n  \n \n  \n(Dollars in Millions)\nBalance, December 31, 2022\n  \n$\n89.9   \n$\n3.8 \nBalance, December 31, 2021\n  \n$\n58.0   \n$\n27.8 \nYear Ended December 31, 2022\n  \n  \nAverage Daily Balance\n  \n$\n185.5   \n$\n24.0 \nMaximum Daily Balance\n  \n$\n419.5   \n$\n27.8 \nCritical Accounting Policies\nWe prepare our Consolidated Financial Statements in accordance with GAAP. In applying many of these accounting principles, we need to make\nassumptions, estimates and/or judgments that affect the reported amounts of assets, liabilities, revenues and expenses in our Consolidated Financial\nStatements. We base our estimates and judgments on historical experience and other assumptions that we believe are reasonable under the\ncircumstances. These assumptions, estimates and/or judgments, however, are often subjective. Actual results may be affected negatively based on\nchanging circumstances. If actual amounts are ultimately different from our estimates, the revisions are included in our results of operations for the period in\nwhich the actual amounts become known. We believe the following critical accounting policies could potentially produce materially different results if we\nwere to change underlying assumptions, estimates and/or judgments. For a description of our accounting policies, see Note 2. “Summary of Significant\nAccounting Policies” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nPrinciples of Consolidation\nFor a description of our accounting policy on consolidation, see Note 2. “Summary of Significant Accounting Policies — Consolidation” and Note 9.\n“Variable Interest Entities” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” for detailed\ninformation on Blackstone’s involvement with VIEs. The following discussion is intended to provide supplemental information about how the application of\nconsolidation principles impact our financial results, and management’s process for implementing those principles including areas of significant judgment.\nThe determination that Blackstone holds a controlling financial interest in a Blackstone Fund or investment vehicle significantly changes the\npresentation of our consolidated financial statements. In our Consolidated Statements of Financial Position included in this filing, we present 100% of the\nassets and liabilities of consolidated VIEs along with a non-controlling interest which represents the portion of the consolidated vehicle’s interests held by\nthird parties. However, assets of our consolidated VIEs can only be used to settle obligations of the consolidated VIE and are not available for general use\nby Blackstone. Further, the liabilities of our consolidated VIEs do not have recourse to the general credit of Blackstone. In the Consolidated Statements of\nOperations, we eliminate any management fees, Incentive Fees, or Performance Allocations received or accrued from consolidated VIEs as they are\nconsidered intercompany transactions. We recognize 100% of the consolidated VIE’s investment income (loss) and allocate the portion of that income (loss)\nattributable to third party ownership to non-controlling interests in arriving at Net Income Attributable to Blackstone Inc.\n \n143\nThe assessment of whether we consolidate a Blackstone Fund or investment vehicle we manage requires the application of significant judgment. These\njudgments are applied both at the time we become involved with the VIE and on an ongoing basis and include, but are not limited to:\n \n \n•\n \nDetermining whether our management fees, Incentive Fees or Performance Allocations represent variable interests — We make judgments as\nto whether the fees we earn are commensurate with the level of effort required for those fees and at market rates. In making this judgment, we\nconsider, among other things, the extent of third party investment in the entity and the terms of any other interests we hold in the VIE.\n \n•\n \nDetermining whether kick-out rights are substantive — We make judgments as to whether the third party investors in a partnership entity have\nthe ability to remove the general partner, the investment manager or its equivalent, or to dissolve (liquidate) the partnership entity, through a\nsimple majority vote. This includes an evaluation of whether barriers to exercise these rights exist.\n \n•\n \nConcluding whether Blackstone has an obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE\n— As there is no explicit threshold in GAAP to define “potentially significant,” management must apply judgment and evaluate both quantitative\nand qualitative factors to conclude whether this threshold is met.\nRevenue Recognition\nFor a description of our accounting policy on revenue recognition, see Note 2. “Summary of Significant Accounting Policies —Revenue Recognition” in\nthe “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data.” For an additional description of the nature\nof our revenue arrangements, including how management fees, Incentive Fees, and Performance Allocations are generated, please refer to “Part I. Item 1.\nBusiness — Fee Structure/Incentive Arrangements.” The following discussion is intended to provide supplemental information about how the application of\nrevenue recognition principles impact our financial results, and management’s process for implementing those principles including areas of significant\njudgment.\nManagement and Advisory Fees, Net — Blackstone earns base management fees from its customers at a fixed percentage of a calculation base which\nis typically assets under management, net asset value, gross asset value, total assets, committed capital or invested capital. The range of management fee\nrates and the calculation base from which they are earned, generally, are as follows:\nOn private equity, real estate, and certain of our hedge fund solutions and credit-focused funds:\n \n \n•\n \n0.25% to 1.75% of committed capital or invested capital during the investment period,\n \n•\n \n0.25% to 1.50% of invested capital, committed capital or investment fair value subsequent to the investment period for private equity and real\nestate funds, and\n\n\n \n•\n \n1.00% to 1.75% of invested capital or net asset value subsequent to the investment period for certain of our hedge fund solutions and\ncredit-focused funds.\nOn real estate and credit-focused funds structured like hedge funds:\n \n \n•\n \n0.50% to 1.00% of net asset value.\nOn credit separately managed accounts:\n \n \n•\n \n0.20% to 1.35% of net asset value or total assets.\nOn real estate separately managed accounts:\n \n \n•\n \n0.65% to 2.00% of invested capital, net operating income or net asset value.\nOn insurance separately managed accounts and investment vehicles:\n \n \n•\n \n0.25% to 1.00% of net asset value.\n \n144\nOn funds of hedge funds, certain hedge funds and separately managed accounts invested in hedge funds:\n \n \n•\n \n0.20% to 1.50% of net asset value.\nOn CLO vehicles:\n \n \n•\n \n0.20% to 0.50% of the aggregate par amount of collateral assets, including principal cash.\nOn credit-focused registered and non-registered investment companies:\n \n \n•\n \n0.25% to 1.25% of total assets or net asset value.\nThe investment adviser of BXMT receives annual management fees based on 1.50% of BXMT’s net proceeds received from equity offerings and\naccumulated “distributable earnings” (which is generally equal to its GAAP net income excluding certain non-cash and other items), subject to certain\nadjustments. The investment advisers of BREIT and BEPIF receive a management fee of 1.25% per annum of net asset value, payable monthly.\nManagement fee calculations based on committed capital or invested capital are mechanical in nature and therefore do not require the use of\nsignificant estimates or judgments. Management fee calculations based on net asset value, total assets, or investment fair value depend on the fair value of\nthe underlying investments within the funds. Estimates and assumptions are made when determining the fair value of the underlying investments within the\nfunds and could vary depending on the valuation methodology that is used as well as economic conditions. See “— Fair Value” below for further discussion\nof the judgment required for determining the fair value of the underlying investments.\nInvestment Income (Loss) — Performance Allocations are made to the general partner based on cumulative fund performance to date, subject to a\npreferred return to limited partners. Blackstone has concluded that investments made alongside its limited partners in a partnership which entitle Blackstone\nto a Performance Allocation represent equity method investments that are not in the scope of the GAAP guidance on accounting for revenues from\ncontracts with customers. Blackstone accounts for these arrangements under the equity method of accounting. Under the equity method, Blackstone’s\nshare of earnings (losses) from equity method investments is determined using a balance sheet approach referred to as the hypothetical liquidation at book\nvalue (“HLBV”) method. Under the HLBV method, at the end of each reporting period Blackstone calculates the accrued Performance Allocations that would\nbe due to Blackstone for each fund pursuant to the fund agreements as if the fair value of the underlying investments were realized as of such date,\nirrespective of whether such amounts have been realized. Performance Allocations are subject to clawback to the extent that the Performance Allocation\nreceived to date exceeds the amount due to Blackstone based on cumulative results.\nThe change in the fair value of the investments held by certain Blackstone Funds is a significant input into the accrued Performance Allocation\ncalculation and accrual for potential repayment of previously received Performance Allocations. Estimates and assumptions are made when determining the\nfair value of the underlying investments within the funds. See “— Fair Value” below for further discussion related to significant estimates and assumptions\nused for determining fair value of the underlying investments.\nFair Value\nBlackstone uses fair value throughout the reporting process. For a description of our accounting policies related to valuation, see Note 2. “Summary of\nSignificant Accounting Policies — Fair Value of Financial Instruments” and “Summary of Significant Accounting Policies — Investments at Fair Value” in the\n“Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing. The following discussion is\nintended to provide supplemental information about how the application of fair value principles impact our financial results, and management’s process for\nimplementing those principles including areas of significant judgment.\n \n145\nThe fair value of the investments held by Blackstone Funds is the primary input to the calculation of certain of our management fees, Incentive Fees,\nPerformance Allocations and the related Compensation we recognize. Generally, Blackstone Funds are accounted for as investment companies under the\nAmerican Institute of Certified Public Accountants Accounting and Auditing Guide, Investment Companies, and in accordance with the GAAP guidance on\ninvestment companies and reflect their investments, including majority-owned and controlled investments (the “Portfolio Companies”), at fair value. In the\nabsence of observable market prices, we utilize valuation methodologies applied on a consistent basis and assumptions that we believe market participants\nwould use to determine the fair value of the investments. For investments where little market activity exists management’s determination of fair value is\nbased on the best information available in the circumstances, which may incorporate management’s own assumptions and involves a significant degree of\njudgment, and the consideration of a combination of internal and external factors, including the appropriate risk adjustments for non-performance and\nliquidity risks.\nBlackstone has also elected the fair value option for certain instruments it owns directly, including loans and receivables, investments in private debt\nsecurities and other proprietary investments. Blackstone is required to measure certain financial instruments at fair value, including debt instruments, equity\nsecurities and freestanding derivatives.\nFair Value of Investments or Instruments that are Publicly Traded\n\n\nSecurities that are publicly traded and for which a quoted market exists will be valued at the closing price of such securities in the principal market in\nwhich the security trades, or in the absence of a principal market, in the most advantageous market on the valuation date. When a quoted price in an active\nmarket exists, no block discounts or control premiums are permitted regardless of the size of the public security held. In some cases, securities will include\nlegal and contractual restrictions limiting their purchase and sale for a period of time. A discount to publicly traded price may be appropriate in instances\nwhere a legal restriction is a characteristic of the security, such as may be required under SEC Rule 144. The amount of the discount, if taken, shall be\ndetermined based on the time period that must pass before the restricted security becomes unrestricted or otherwise available for sale.\nFair Value of Investments or Instruments that are not Publicly Traded\nInvestments for which market prices are not observable include private investments in the equity or debt of operating companies or real estate\nproperties. Our primary methodology for determining the fair values of such investments is generally the income approach which provides an indication of\nfair value based on the present value of cash flows that a business, security, or property is expected to generate in the future. The most widely used\nmethodology under the income approach is the discounted cash flow method which includes significant assumptions about the underlying investment’s\nprojected net earnings or cash flows, discount rate, capitalization rate and exit multiple. Our secondary methodology, generally used to corroborate the\nresults of the income approach, is typically the market approach. The most widely used methodology under the market approach relies upon valuations for\ncomparable public companies, transactions, or assets, and includes making judgments about which companies, transactions, or assets are comparable.\nDepending on the facts and circumstances associated with the investment, different primary and secondary methodologies may be used including option\nvalue, contingent claims or scenario analysis, yield analysis, projected cash flow through maturity or expiration, probability weighted methods or recent\nround of financing.\n \n146\nIn certain cases debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by\nreputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to\ntransactions in such investments, quotations from dealers, pricing matrices and market transactions in comparable investments and various relationships\nbetween investments.\nManagement Process on Fair Value\nDue to the importance of fair value throughout the consolidated financial statements and the significant judgment required to be applied in arriving at\nthose fair values, we have developed a process around valuation that incorporates several levels of approval and review from both internal and external\nsources. Investments held by Blackstone Funds and investment vehicles are valued on at least a quarterly basis by our internal valuation or asset\nmanagement teams, which are independent from our investment teams.\nFor investments valued utilizing the income method and where Blackstone has information rights, we generally have a direct line of communication with\neach of the Portfolio Companies’ and underlying assets’ finance teams and collect financial data used to support projections used in a discounted cash flow\nanalysis. The valuation team then analyzes the data received and updates the valuation models reflecting any changes in the underlying cash flow\nprojections, weighted-average cost of capital, exit multiple or capitalization rate, and any other valuation input relevant economic conditions.\nThe results of all valuations of investments held by Blackstone Funds and investment vehicles are reviewed by the relevant business unit’s valuation\nsub-committee, which is comprised of key personnel from the business unit, typically the chief investment officer, chief operating officer, chief financial\nofficer, chief compliance officer (or their respective equivalents where applicable) and other senior managing directors in the business. To further\ncorroborate results, each business unit also generally obtains either a positive assurance opinion or a range of value from an independent valuation party, at\nleast annually for internally prepared valuations for investments that have been held by Blackstone Funds and investment vehicles for greater than a year\nand quarterly for certain investments. Our firmwide valuation committee, chaired by our Chief Financial Officer and comprised of senior members of our\nbusinesses and representatives from corporate functions, including legal and finance, reviews the valuation process for investments held by us and our\ninvestment vehicles, including the application of appropriate valuation standards on a consistent basis. Each quarter, the valuation process is also reviewed\nby the audit committee of our board of directors, which is comprised of our non-employee directors.\nIncome Tax\nFor a description of our accounting policy on taxes and additional information on taxes see Note 2. “Summary of Significant Accounting Policies” and\nNote 15. “Income Taxes,” respectively, in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of\nthis filing.\nOur provision for income taxes is composed of current and deferred taxes. Current income taxes approximate taxes to be paid or refunded for the\ncurrent period. Deferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and\nliabilities and are measured using the applicable enacted tax rates and laws that will be in effect when such differences are expected to reverse.\nAdditionally, significant judgment is required in estimating the provision for (benefit from) income taxes, current and deferred tax balances (including\nvaluation allowance), accrued interest or penalties and uncertain tax positions. In evaluating these judgments, we consider, among other items, projections\nof taxable income (including the character of such income), beginning with historic results and incorporating assumptions of the amount of future pretax\noperating income. These assumptions about future taxable income require significant judgment and are consistent with the plans and estimates that\nBlackstone uses to manage its business. To the extent any portion of the deferred tax assets are not considered to be more likely than not to be realized, a\nvaluation allowance is recorded.\nRevisions in estimates and/or actual costs of a tax assessment may ultimately be materially different from the recorded accruals and unrecognized tax\nbenefits, if any.\n \n147\nRecent Accounting Developments\nInformation regarding recent accounting developments and their impact on Blackstone can be found in Note 2. “Summary of Significant Accounting\nPolicies” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nInterbank Offered Rates Transition\nCertain jurisdictions are currently reforming or phasing out their benchmark interest rates, most notably LIBOR across multiple currencies. Many such\nreforms and phase outs became effective at the end of 2021 with select U.S. dollar LIBOR tenors persisting through June 2023 and others potentially\npersisting on a synthetic basis through September 2024. Blackstone has taken steps to prepare for and mitigate the impact of changing base rates and\ncontinues to manage transition efforts and evaluate the impact of prospective changes on existing transactions and contractual arrangements. See “Part I.\nItem 1A. Risk Factors — Risks Related to Our Business — Interest rates on our and our portfolio companies’ outstanding financial instruments might be\nsubject to change based on regulatory developments, which could adversely affect our revenue, expenses and the value of those financial instruments.”\n \n\n\nItem 7A.\nQuantitative and Qualitative Disclosures About Market Risk\nOur predominant exposure to market risk is related to our role as general partner or investment adviser to the Blackstone Funds and the sensitivities to\nmovements in the fair value of their investments, including the effect on management fees, performance revenues and investment income. See “Part I. —\nItem 1. Business — Investment Process and Risk Management.”\nEffect on Fund Management Fees\nOur management fees are based on (a) third parties’ capital commitments to a Blackstone Fund, (b) third parties’ capital invested in a Blackstone Fund\nor (c) the net asset value (“NAV”) or gross asset value (“GAV”) of a Blackstone Fund, vehicle or separately managed account, as described in our\nConsolidated Financial Statements. Management fees will only be directly affected by short-term changes in market conditions to the extent they are based\non NAV, GAV or represent permanent impairments of value. These management fees will be increased (or reduced) in direct proportion to the effect of\nchanges in the fair value of our investments in the related funds. The proportion of our management fees that are based on NAV or GAV is dependent on\nthe number and types of Blackstone Funds, vehicles, or separately managed accounts in existence and the current stage of each fund’s life cycle. For the\nyears ended December 31, 2022 and December 31, 2021, the percentages of our fund management fees based on the NAV or GAV of the applicable funds\nor separately managed accounts, were as follows:\n \n \n  \nYear Ended December 31,\n  \n2022\n \n2021\nFund Management Fees Based on the NAV or GAV of the Applicable Funds or Separately Managed Accounts\n   \n49%   \n40% \n \n148\nMarket Risk\nThe Blackstone Funds hold investments which are reported at fair value and Blackstone invests directly in securities measured at fair value. Based on\nthe fair value as of December 31, 2022 and December 31, 2021, we estimate that a 10% decline in the fair value of investments, excluding equity securities\nwithout a readily determinable fair value measured in accordance with the measurement alternative, would result in the following declines in Management\nand Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n \n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (c)\n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (c)\n  \n  \n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n10% Decline in Fair Value of the Investments\n  $\n319,183   $ 2,249,535   $\n549,836   $\n289,686   $ 2,354,033   $\n325,681 \n \n(a) Represents the annualized effect of the 10% decline.\n(b) Represents the reporting date effect of the 10% decline. Presented net of Unrealized Performance Allocations Compensation.\n(c)\nRepresents the reporting date effect of the 10% decline. Also includes the net effect of consolidated funds, which reflects the change on Net Gains from\nFund Investing Activities, net of Non-Controlling Interests.\nThe fair value of our investments and securities can vary significantly based on a number of factors, including the diversity of the Blackstone Funds’\ninvestment portfolio, market conditions, trading values, similar transactions, financial metrics, and industry comparatives. See “Part I. Item 1A. Risk Factors”\nabove. Also see “— Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies — Fair\nValue.” We believe these fair value amounts should be utilized with caution as our intent and strategy is to hold investments and securities until prevailing\nmarket conditions are beneficial for investment sales.\nExchange Rate Risk\nBlackstone and the Blackstone Funds hold investments that are denominated in non-U.S. dollar currencies that may be affected by movements in the\nrate of exchange between the U.S. dollar and non-U.S. dollar currencies. Additionally, a portion of our management fees are denominated in non-U.S. dollar\ncurrencies. We estimate that as of December 31, 2022 and December 31, 2021, a 10% decline in the rate of exchange of all foreign currencies against the\nU.S. dollar would result in the following declines in Management and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal\nInvestment Income:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n \n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)(c)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (b)\n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)(c)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (b)\n  \n  \n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n10% Decline in the Rate of Exchange of All Foreign\nCurrencies Against the U.S. Dollar\n  $\n38,466   $\n850,109   $\n79,333   $\n36,154   $\n862,488   $\n115,235 \n \n(a) Represents the annualized effect of the 10% decline.\n(b) Represents the reporting date effect of the 10% decline.\n(c)\nPresented net of Unrealized Performance Allocations Compensation.\n \n149\nInterest Rate Risk\nBlackstone may have debt obligations payable that accrue interest at variable rates. Interest rate changes may therefore affect the amount of our\ninterest payments, future earnings and cash flows. Blackstone did not have variable interest based debt obligations payable as of December 31, 2022 and\ntherefore, interest expense was not impacted by changes in interest rates for the year ended December 31, 2022. As of December 31, 2021, Blackstone\nhad $250.0 million outstanding under the revolver that bears interest at a variable rate. The annualized increase in interest expense due to a 1% increase in\ninterest rates would be $2.5 million as a result of this borrowing, which was subsequently repaid on January 14, 2022.\nBlackstone has a diversified portfolio of liquid assets to meet the liquidity needs of various businesses. This portfolio includes cash, open-ended money\nmarket mutual funds, open-ended bond mutual funds, marketable investment securities, freestanding derivative contracts, repurchase and reverse\nrepurchase agreements and other investments. If interest rates were to increase by one percentage point, we estimate that our annualized investment\nincome would decrease, offset by an estimated increase in interest income on an annual basis from interest on floating rate assets, as follows:\n\n\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n \n  \nAnnualized\nDecrease in\nInvestment\nIncome\n \nAnnualized\nIncrease in\nInterest Income\nfrom Floating\nRate Assets\n  \nAnnualized\nDecrease in\nInvestment\nIncome\n \nAnnualized\nIncrease in\nInterest Income\nfrom Floating\nRate Assets\n  \n  \n \n  \n(Dollars in Thousands)\nOne Percentage Point Increase in Interest Rates\n  \n$\n9,295 (a)  \n$\n28,676   \n$\n10,839 (a)  \n$\n12,944 \n \n(a) As of December 31, 2022 and 2021, this represents 0.2% and 0.6% of our portfolio of liquid assets, respectively.\nBlackstone has U.S. dollar and non-U.S. dollar based interest rate derivatives whose future cash flows and present value may be affected by\nmovement in their respective underlying yield curves. We estimate that as of December 31, 2022 and December 31, 2021, a one percentage point increase\nparallel shift in global yield curves would result in the following impact on Other Revenue:\n \n \n  \nDecember 31,\n \n  \n2022\n \n2021\n  \n \n  \n(Dollars in Thousands)\nAnnualized Increase (Decrease) in Other Revenue Due to a One Percentage Point Increase in Interest Rates\n  \n$\n   (4,373)  \n$\n8,499 \nCredit Risk\nCertain Blackstone Funds and the Investee Funds are subject to certain inherent risks through their investments.\nOur portfolio of liquid assets contains certain credit risks including, but not limited to, exposure to uninsured deposits with financial institutions,\nunsecured corporate bonds and mortgage-backed securities. These exposures are actively monitored on a continuous basis and positions are reallocated\nbased on changes in risk profile, market or economic conditions.\n \n150\nWe estimate that our annualized investment income would decrease, if credit spreads were to increase by one percentage point, as follows:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n  \n \n  \n(Dollars in Thousands)\nDecrease in Annualized Investment Income Due to a One Percentage Point Increase in Credit Spreads (a)\n  $\n12,605   $\n21,831 \n \n(a) As of December 31, 2022 and 2021, this represents 0.3% and 1.2% of our portfolio of liquid assets, respectively.\nCertain of our entities hold derivative instruments that contain an element of risk in the event that the counterparties may be unable to meet the terms of\nsuch agreements. We minimize our risk exposure by limiting the counterparties with which we enter into contracts to banks and investment banks that meet\nestablished credit and capital guidelines. We do not expect any counterparty to default on its obligations and therefore do not expect to incur any loss due\nto counterparty default.\n \n151\nItem 8.\nFinancial Statements and Supplementary Data\nIndex to Consolidated Financial Statements\n \nReport of Independent Registered Public Accounting Firm (PCAOB ID 34)\n   153 \nConsolidated Statements of Financial Condition as of December 31, 2022 and 2021\n   156 \nConsolidated Statements of Operations for the Years Ended December 31, 2022, 2021 and 2020\n   158 \nConsolidated Statements of Comprehensive Income for the Years Ended December 31, 2022, 2021 and 2020\n   159 \nConsolidated Statements of Changes in Equity for the Years Ended December 31, 2022, 2021 and 2020\n   160 \nConsolidated Statements of Cash Flows for the Years Ended December 31, 2022, 2021 and 2020\n   163 \nNotes to Consolidated Financial Statements\n   165 \n \n152\nReport of Independent Registered Public Accounting Firm\nTo the Stockholders and the Board of Directors of Blackstone Inc.:\nOpinions on the Financial Statements and Internal Control over Financial Reporting\nWe have audited the accompanying consolidated statements of financial condition of Blackstone Inc. and subsidiaries (“Blackstone”) as of\nDecember 31, 2022 and 2021, the related consolidated statements of operations, comprehensive income, changes in equity, and cash flows for each of the\nthree years in the period ended December 31, 2022, and the related notes (collectively referred to as the “financial statements”). We also have audited\nBlackstone’s internal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework\n(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).\nIn our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Blackstone as of December 31,\n2022 and 2021, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2022, in conformity with\naccounting principles generally accepted in the United States of America. Also, in our opinion, Blackstone maintained, in all material respects, effective\ninternal control over financial reporting as of December 31, 2022, based on criteria established in Internal Control — Integrated Framework (2013) issued by\nCOSO.\nBasis for Opinions\nBlackstone’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its\nassessment of the effectiveness of internal control over financial reporting, included in the accompanying management’s report on internal control over\nfinancial reporting. Our responsibility is to express an opinion on these financial statements and an opinion on Blackstone’s internal control over financial\nreporting based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (“PCAOB”)\n\n\nand are required to be independent with respect to Blackstone in accordance with the U.S. federal securities laws and the applicable rules and regulations\nof the Securities and Exchange Commission and the PCAOB.\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain\nreasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal\ncontrol over financial reporting was maintained in all material respects.\nOur audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether\ndue to error or fraud, and performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the\namounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by\nmanagement, as well as evaluating the overall presentation of the financial statements. Our audit of internal control over financial reporting included\nobtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the\ndesign and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we\nconsidered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.\n \n153\nDefinition and Limitations of Internal Control over Financial Reporting\nA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial\nreporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s\ninternal control over financial reporting includes those policies and procedures that (a) pertain to the maintenance of records that, in reasonable detail,\naccurately and fairly reflect the transactions and dispositions of the assets of the company, (b) provide reasonable assurance that transactions are recorded\nas necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures\nof the company are being made only in accordance with authorizations of management and directors of the company, and (c) provide reasonable assurance\nregarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the\nfinancial statements.\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation\nof effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of\ncompliance with the policies or procedures may deteriorate.\nCritical Audit Matter\nThe critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or\nrequired to be communicated to the audit committee and that (a) relates to accounts or disclosures that are material to the financial statements and\n(b) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion\non the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical\naudit matter or on the accounts or disclosures to which it relates.\nFair Value of Underlying Investments to determine Performance Allocations and Accrued Performance Allocations — Refer to Notes 2 and 4 to\nthe financial statements\nCritical Audit Matter Description\nBlackstone, as a general partner, is entitled to an allocation of income from certain carry fund and open-ended structures (“Blackstone Funds”)\nassuming certain investment returns are achieved, referred to as “Performance Allocations”. Performance Allocations in carry fund structures are made\nbased on cumulative fund performance to date, subject to a preferred return to limited partners. Performance Allocations in open-ended structures are\nbased on fund or vehicle performance over a period of time, subject to a high water mark and preferred return to limited partners or investors. The change in\nthe fair value of the underlying investments held by the Blackstone Funds is the significant input into this calculation.\nAs the fair value of underlying investments varies between reporting periods, adjustments are made to amounts recorded as Accrued Performance\nAllocations to reflect either (a) positive performance resulting in an increase in the Accrued Performance Allocation or (b) negative performance that would\ncause the amount due to the general partner to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the\nAccrued Performance Allocation to the general partner.\nWe considered the valuation of investments without readily determinable fair values used in the calculation of Performance Allocations and Accrued\nPerformance Allocations as a critical audit matter because of the valuation techniques, assumptions, market impacts and subjectivity of certain\nunobservable inputs used in the valuation. Auditing the fair value of certain of these investments required a high degree of auditor judgment and increased\neffort, including the involvement of our internal fair value specialists as needed, who possess significant fair value methodology and modeling expertise.\n \n154\nHow the Critical Audit Matter Was Addressed in the Audit\nOur audit procedures related to testing the fair values of investments without readily determinable fair values included the following, among others:\n \n \n•\n \nWe tested the design, implementation, and operating effectiveness of controls, including those related to management’s review of the\ntechniques and assumptions used in the determination of fair value.\n \n•\n \nWe tested management’s assumptions through independent analysis and comparison to external sources.\n \n•\n \nWe utilized our internal fair value specialists, as needed, to assist in the evaluation of management’s valuation methodologies and assumptions\n(or “inputs”). With the assistance of our internal fair value specialists, we evaluated relevant inputs (e.g., cash flow projections, guideline public\ncompanies or transactions, valuation multiples, discount rates, yields, capitalization rates and exit multiples used in the calculation of the\nterminal value). Our fair value procedures included testing the underlying source information of the assumptions, as well as developing a range\nof independent estimates and comparing those to the inputs used by management.\n \n•\n \nWe evaluated management’s valuation methodologies and modeling techniques for consistency with the expected methodologies of market\nparticipants in developing an estimate of fair value.\n \n•\n \nWe evaluated the impact of current market events and conditions, as well as relevant comparable transactions, on the valuation techniques and\nassumptions used by management (e.g., sector and geographic location performance, cash flow projections, occupancy rates and other market\nfundamentals, commodity prices, and interest rates).\n \n•\n \nWhen applicable, we inspected industry reports for each industry in the portfolio to evaluate the consistency of current valuations with expected\nindustry performance and inclusion of significant economic or industry events.\n\n\n \n•\n \nWe evaluated management’s ability to accurately estimate fair value by comparing previous estimates of fair value to investment transactions\nwith third parties.\n \n/s/   DELOITTE & TOUCHE LLP\nNew York, New York\nFebruary 24, 2023\nWe have served as Blackstone’s auditor since 2006.\n \n155\nBlackstone Inc.\nConsolidated Statements of Financial Condition\n(Dollars in Thousands, Except Share Data)\n \n \n \n  \nDecember 31,\n2022\n \nDecember 31,\n2021\nAssets\n    \n    \n \nCash and Cash Equivalents\n  $ 4,252,003  $ 2,119,738 \nCash Held by Blackstone Funds and Other\n   \n241,712   \n79,994 \nInvestments\n   27,553,251   28,665,043 \nAccounts Receivable\n   \n462,904   \n636,616 \nDue from Affiliates\n   4,146,707   4,656,867 \nIntangible Assets, Net\n   \n217,287   \n284,384 \nGoodwill\n   1,890,202   1,890,202 \nOther Assets\n   \n800,458   \n492,936 \nRight-of-Use Assets\n   \n896,981   \n788,991 \nDeferred Tax Assets\n   2,062,722   1,581,637 \n  \nTotal Assets\n  $42,524,227  $41,196,408 \n  \nLiabilities and Equity\n    \n    \n \nLoans Payable\n  $12,349,584  $ 7,748,163 \nDue to Affiliates\n   2,118,481   1,906,098 \nAccrued Compensation and Benefits\n   6,101,801   7,905,070 \nSecurities Sold, Not Yet Purchased\n   \n3,825   \n27,849 \nRepurchase Agreements\n   \n89,944   \n57,980 \nOperating Lease Liabilities\n   1,021,454   \n908,033 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   1,158,071   \n937,169 \n  \nTotal Liabilities\n   22,843,160   19,490,362 \n  \nCommitments and Contingencies\n    \n    \n \nRedeemable Non-Controlling Interests in Consolidated Entities\n   1,715,006   \n68,028 \n  \nEquity\n    \n    \n \nStockholders’ Equity of Blackstone Inc.\n    \n    \n \nCommon Stock, $0.00001 par value, 90 billion shares authorized, (710,276,923 shares issued and outstanding as of\nDecember 31, 2022; 704,339,774 shares issued and outstanding as of December 31, 2021)\n   \n7   \n7 \nSeries I Preferred Stock, $0.00001 par value, 999,999,000 shares authorized, (1 share issued and outstanding as of\nDecember 31, 2022 and December 31, 2021)\n   \n—   \n— \nSeries II Preferred Stock, $0.00001 par value, 1,000 shares authorized, (1 share issued and outstanding as of\nDecember 31, 2022 and December 31, 2021)\n   \n—   \n— \nAdditional Paid-in-Capital\n   5,935,273   5,794,727 \nRetained Earnings\n   1,748,106   3,647,785 \nAccumulated Other Comprehensive Loss\n   \n(27,475)   \n(19,626) \n  \nTotal Stockholders’ Equity of Blackstone Inc.\n   7,655,911   9,422,893 \nNon-Controlling Interests in Consolidated Entities\n   5,056,480   5,600,653 \nNon-Controlling Interests in Blackstone Holdings\n   5,253,670   6,614,472 \n  \nTotal Equity\n   17,966,061   21,638,018 \n  \nTotal Liabilities and Equity\n  $42,524,227  $41,196,408 \n  \n \ncontinued…\nSee notes to consolidated financial statements.\n \n156\nBlackstone Inc.\nConsolidated Statements of Financial Condition\n(Dollars in Thousands)\n \nThe following presents the asset and liability portion of the consolidated balances presented in the Consolidated Statements of Financial Condition\nattributable to consolidated Blackstone Funds which are variable interest entities. The following assets may only be used to settle obligations of these\nconsolidated Blackstone Funds and these liabilities are only the obligations of these consolidated Blackstone Funds and they do not have recourse to the\ngeneral credit of Blackstone.\n \n \n  \nDecember 31,\n2022\n   \nDecember 31,\n2021\n \nAssets\n    \n     \n \nCash Held by Blackstone Funds and Other\n  $\n241,712   $\n79,994 \nInvestments\n   5,136,542    2,018,829 \nAccounts Receivable\n   \n55,223    \n64,680 \n\n\nDue from Affiliates\n   \n7,152    \n13,748 \nOther Assets\n   \n2,159    \n251 \n  \n  \nTotal Assets\n  $ 5,442,788   $ 2,177,502 \n  \n  \nLiabilities\n    \n     \n \nLoans Payable\n  $ 1,450,000   $\n101 \nDue to Affiliates\n   \n82,345    \n95,204 \nSecurities Sold, Not Yet Purchased\n   \n—    \n23,557 \nRepurchase Agreements\n   \n—    \n15,980 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n25,858    \n10,420 \n  \n  \nTotal Liabilities\n  $ 1,558,203   $\n145,262 \n  \n  \nSee notes to consolidated financial statements.\n \n157\nBlackstone Inc.\nConsolidated Statements of Operations\n(Dollars in Thousands, Except Share and Per Share Data)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nRevenues\n    \n    \n    \n \nManagement and Advisory Fees, Net\n  $\n6,303,315  $\n5,170,707  $\n4,092,549 \n  \nIncentive Fees\n   \n525,127   \n253,991   \n138,661 \n  \nInvestment Income (Loss)\n    \n    \n    \n \nPerformance Allocations\n    \n    \n    \n \nRealized\n   \n5,381,640   \n5,653,452   \n2,106,000 \nUnrealized\n   \n(3,435,056)   \n8,675,246   \n(384,393) \nPrincipal Investments\n    \n    \n    \n \nRealized\n   \n850,327   \n1,003,822   \n391,628 \nUnrealized\n   \n(1,563,849)   \n1,456,201   \n(114,607) \n  \nTotal Investment Income\n   \n1,233,062   \n16,788,721   \n1,998,628 \n  \nInterest and Dividend Revenue\n   \n271,612   \n160,643   \n125,231 \nOther\n   \n184,557   \n203,086   \n(253,142) \n  \nTotal Revenues\n   \n8,517,673   \n22,577,148   \n6,101,927 \n  \nExpenses\n    \n    \n    \n \nCompensation and Benefits\n    \n    \n    \n \nCompensation\n   \n2,569,780   \n2,161,973   \n1,855,619 \nIncentive Fee Compensation\n   \n207,998   \n98,112   \n44,425 \nPerformance Allocations Compensation\n    \n    \n    \n \nRealized\n   \n2,225,264   \n2,311,993   \n843,230 \nUnrealized\n   \n(1,470,588)   \n3,778,048   \n(154,516) \n  \nTotal Compensation and Benefits\n   \n3,532,454   \n8,350,126   \n2,588,758 \nGeneral, Administrative and Other\n   \n1,092,671   \n917,847   \n711,782 \nInterest Expense\n   \n317,225   \n198,268   \n166,162 \nFund Expenses\n   \n30,675   \n10,376   \n12,864 \n  \nTotal Expenses\n   \n4,973,025   \n9,476,617   \n3,479,566 \n  \nOther Income (Loss)\n    \n    \n    \n \nChange in Tax Receivable Agreement Liability\n   \n22,283   \n(2,759)   \n(35,383) \nNet Gains (Losses) from Fund Investment Activities\n   \n(105,142)   \n461,624   \n30,542 \n  \nTotal Other Income (Loss)\n   \n(82,859)   \n458,865   \n(4,841) \n  \nIncome Before Provision for Taxes\n   \n3,461,789   \n13,559,396   \n2,617,520 \nProvision for Taxes\n   \n472,880   \n1,184,401   \n356,014 \n  \nNet Income\n   \n2,988,909   \n12,374,995   \n2,261,506 \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities\n   \n(142,890)   \n5,740   \n(13,898) \nNet Income Attributable to Non-Controlling Interests in Consolidated Entities\n   \n107,766   \n1,625,306   \n217,117 \nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings\n   \n1,276,402   \n4,886,552   \n1,012,924 \n  \nNet Income Attributable to Blackstone Inc.\n  $\n1,747,631  $\n5,857,397  $\n1,045,363 \n  \nNet Income Per Share of Common Stock\n    \n    \n    \n \nBasic\n  $\n2.36  $\n8.14  $\n1.50 \n  \nDiluted\n  $\n2.36  $\n8.13  $\n1.50 \n  \nWeighted-Average Shares of Common Stock Outstanding\n    \n    \n    \n \nBasic\n   740,664,038   719,766,879   696,933,548 \n  \nDiluted\n   740,942,399   720,125,043   697,258,296 \n  \nSee notes to consolidated financial statements.\n \n158\nBlackstone Inc.\nConsolidated Statements of Comprehensive Income\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nNet Income\n  $ 2,988,909  $12,374,995  $ 2,261,506 \nOther Comprehensive Income (Loss) - Currency Translation Adjustment\n   \n(32,523)   \n(5,814)   \n23,199 \n  \nComprehensive Income\n   2,956,386   12,369,181   2,284,705 \n  \nLess:\n    \n    \n    \n \nComprehensive Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated\nEntities\n   \n(163,263)   \n5,740   \n(13,898) \nComprehensive Income Attributable to Non-Controlling Interests in Consolidated Entities\n   \n107,766   1,625,306   \n217,117 \nComprehensive Income Attributable to Non-Controlling Interests in Blackstone Holdings\n   1,272,101   4,884,533   1,023,459 \n  \nComprehensive Income Attributable to Non-Controlling Interests\n   1,216,604   6,515,579   1,226,678 \n  \nComprehensive Income Attributable to Blackstone Inc.\n  $ 1,739,782  $ 5,853,602  $ 1,058,027 \n  \n\n\nSee notes to consolidated financial statements.\n \n159\nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \n \nShares of\nBlackstone\nInc. (a)\n \nBlackstone Inc. (a)\n \n \n \n \n \n \n \n \n \n \nCommon\nStock\n \nCommon\nStock   \nAdditional\nPaid-in-\nCapital\n \nRetained\nEarnings\n(Deficit)\n \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n      \nTotal\nStockholders'\nEquity\n      \nNon-\nControlling\nInterests in\nConsolidated\nEntities\n      \nNon-\nControlling\nInterests in\nBlackstone\nHoldings       \nTotal\nEquity\n      \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31, 2019\n  671,157,692  $\n   7  $6,428,647  $\n609,625  $\n(28,495)  \n$\n7,009,784  \n$ 4,186,069  \n$ 3,819,548  \n$15,015,401  \n$\n87,651 \nTransfer Out Due to Deconsolidation of Fund Entities\n  \n—   \n  —   \n—   \n—   \n—  \n \n—  \n \n(216,339)  \n \n—  \n \n(216,339)  \n \n— \nNet Income (Loss)\n  \n—   \n  —   \n—   1,045,363   \n—  \n \n1,045,363  \n \n217,117  \n 1,012,924  \n \n2,275,404  \n \n(13,898) \nCurrency Translation Adjustment\n  \n—   \n  —   \n—   \n—   \n12,664  \n \n12,664  \n \n—  \n \n10,535  \n \n23,199  \n \n— \nCapital Contributions\n  \n—   \n  —   \n—   \n—   \n—  \n \n—  \n \n600,222  \n \n5,265  \n \n605,487  \n \n— \nCapital Distributions\n  \n—   \n  —   \n—   (1,319,226)   \n—  \n \n(1,319,226)  \n \n(738,899)  \n (1,071,614)  \n (3,129,739)  \n \n(8,592) \nTransfer of Non-Controlling Interests in Consolidated Entities   \n—   \n  —   \n—   \n—   \n—  \n \n—  \n \n(6,013)  \n \n—  \n \n(6,013)  \n \n— \nDeferred Tax Effects Resulting from Acquisition of Ownership\nInterests from Non-Controlling Interest Holders\n  \n—   \n —   \n23,327   \n—   \n—  \n \n23,327  \n \n—  \n \n—  \n \n23,327  \n \n— \nEquity-Based Compensation\n  \n—   \n —   \n250,850   \n—   \n—  \n \n250,850  \n \n—  \n \n188,683  \n \n439,533  \n \n— \nNet Delivery of Vested Blackstone Holdings Partnership Units\nand Shares of Common Stock\n  \n2,905,220   \n —   \n(30,899)   \n—   \n—  \n \n(30,899)  \n \n—  \n \n(7)  \n \n(30,906)  \n \n— \nRepurchase of Shares of Common Stock and Blackstone\nHoldings Partnership Units\n  \n(8,969,237)   \n —   (474,006)   \n—   \n—  \n \n(474,006)  \n \n—  \n \n—  \n \n(474,006)  \n \n— \nChange in Blackstone Inc.’s Ownership Interest\n  \n—   \n —   \n10,476   \n—   \n—  \n \n10,476  \n \n—  \n \n(10,476)  \n \n—  \n \n— \nConversion of Blackstone Holdings Partnership Units to\nShares of Common Stock\n  18,781,869   \n —   \n123,710   \n—   \n—  \n \n123,710  \n \n—  \n \n(123,710)  \n \n—  \n \n— \nBalance at December 31, 2020\n  683,875,544  $\n 7  $6,332,105  $\n335,762  $\n(15,831)  \n$\n6,652,043  \n$ 4,042,157  \n$ 3,831,148  \n$14,525,348  \n$\n65,161 \n \n(a) Following the conversion to a corporation, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of\neach less than one cent. After initial issuance, there have been no changes to the amounts related to Series I and Series II preferred stock during the\nperiod presented.\n \ncontinued…\nSee notes to consolidated financial statements.\n \n160\nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \n \nShares of\nBlackstone\nInc. (a)\n \nBlackstone Inc. (a)\n \n \n \n \n \n \n \n \n \n \nCommon\nStock\n \nCommon\nStock  \nAdditional\nPaid-in-\nCapital\n \nRetained\nEarnings\n(Deficit)\n     \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n     \nTotal\nStockholders'\nEquity\n    \nNon-\nControlling\nInterests in\nConsolidated\nEntities\n    \nNon-\nControlling\nInterests in\nBlackstone\nHoldings\n    \nTotal\nEquity\n    \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31, 2020\n  683,875,544  $\n 7 $ 6,332,105  $\n335,762  \n $\n(15,831)  \n$\n6,652,043  \n$ 4,042,157  \n$ 3,831,148  \n$14,525,348  \n$\n65,161 \nNet Income\n  \n—   \n —  \n—   5,857,397  \n  \n—  \n \n5,857,397  \n \n1,625,306  \n 4,886,552  \n 12,369,255  \n \n5,740 \nCurrency Translation Adjustment\n  \n—   \n —  \n—   \n—  \n  \n(3,795)  \n \n(3,795)  \n \n—  \n \n(2,019)  \n \n(5,814)  \n \n— \nCapital Contributions\n  \n—   \n —  \n—   \n—  \n  \n—  \n \n—  \n \n1,280,938  \n \n10,187  \n \n1,291,125  \n \n— \nCapital Distributions\n  \n—   \n —  \n—   (2,545,374)  \n  \n—  \n \n(2,545,374)  \n (1,344,754)  \n (2,067,387)  \n (5,957,515)  \n \n(2,873) \nTransfer of Non-Controlling Interests in\nConsolidated Entities\n  \n—   \n —  \n—   \n—  \n  \n—  \n \n—  \n \n(2,994)  \n \n—  \n \n(2,994)  \n \n— \nDeferred Tax Effects Resulting from\nAcquisition of Ownership Interests from\nNon-Controlling Interest Holders\n  \n—   \n —  \n58,788   \n—  \n  \n—  \n \n58,788  \n \n—  \n \n—  \n \n58,788  \n \n— \nEquity-Based Compensation\n  \n—   \n —  \n369,517   \n—  \n  \n—  \n \n369,517  \n \n—  \n \n263,082  \n \n632,599  \n \n— \nNet Delivery of Vested Blackstone\nHoldings Partnership Units and Shares\nof Common Stock\n  \n3,982,712   \n —  \n(56,120)   \n—  \n  \n—  \n \n(56,120)  \n \n—  \n \n—  \n \n(56,120)  \n \n— \nRepurchase of Shares of Common Stock\nand Blackstone Holdings Partnership\nUnits\n  (10,268,444)   \n —  (1,216,654)   \n—  \n  \n—  \n \n(1,216,654)  \n \n—  \n \n—  \n (1,216,654)  \n \n— \nChange in Blackstone Inc.’s Ownership\nInterest\n  \n—   \n —  \n10,494   \n—  \n  \n—  \n \n10,494  \n \n—  \n \n(10,494)  \n \n—  \n \n— \nConversion of Blackstone Holdings\nPartnership Units to Shares of Common\nStock\n  26,749,962   \n —  \n296,597   \n—  \n  \n—  \n \n296,597  \n \n—  \n \n(296,597)  \n \n—  \n \n— \nBalance at December 31, 2021\n  704,339,774  $\n 7 $ 5,794,727  $ 3,647,785  \n $\n(19,626)  \n$\n9,422,893  \n$ 5,600,653  \n$ 6,614,472  \n$21,638,018  \n$\n68,028 \n \n(a) During the period presented, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of each less\nthan one cent.\n \ncontinued…\nSee notes to consolidated financial statements.\n \n161\nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \nShares of\nBlackstone\nInc. (a)\n \nBlackstone Inc. (a)\n  \n  \n  \n  \n\n\n \n \nCommon\nStock\n \nCommon\nStock\n \nAdditional\nPaid-in-\nCapital\n \nRetained\nEarnings\n(Deficit)\n \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n \nTotal\nStockholders'\nEquity\n \nNon-\nControlling\nInterests in\nConsolidated\nEntities\n \nNon-\nControlling\nInterests in\nBlackstone\nHoldings\n \nTotal\nEquity\n \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31,\n2021\n  \n704,339,774  $\n7  $\n5,794,727  $\n3,647,785  $\n(19,626)  $\n9,422,893  $\n5,600,653  $\n6,614,472  $\n21,638,018  $\n68,028 \nTransfer In Due to\nConsolidation of Fund\nEntities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n1,146,410 \nNet Income (Loss)\n  \n—   \n—   \n—   \n1,747,631   \n—   \n1,747,631   \n107,766   \n1,276,402   \n3,131,799   \n(142,890) \nCurrency Translation\nAdjustment\n  \n—   \n—   \n—   \n—   \n(7,849)   \n(7,849)   \n—   \n(4,301)   \n(12,150)   \n(20,373) \nCapital Contributions\n  \n—   \n—   \n—   \n—   \n—   \n—   \n739,660   \n9,868   \n749,528   \n555,693 \nCapital Distributions\n  \n—   \n—   \n—   \n(3,647,310)   \n—   \n(3,647,310)   \n(1,091,798)   \n(2,881,343)   \n(7,620,451)   \n(180,200) \nTransfer of Non-Controlling\nInterests in Consolidated\nEntities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n(299,801)   \n—   \n(299,801)   \n288,338 \nDeferred Tax Effects\nResulting from\nAcquisition of Ownership\nInterests from Non-\nControlling Interest\nHolders\n  \n—   \n—   \n6,690   \n—   \n—   \n6,690   \n—   \n—   \n6,690   \n— \nEquity-Based\nCompensation\n  \n—   \n—   \n504,738   \n—   \n—   \n504,738   \n—   \n333,645   \n838,383   \n— \nNet Delivery of Vested\nBlackstone Holdings\nPartnership Units and\nShares of Common Stock  \n5,407,340   \n—   \n(73,987)   \n—   \n—   \n(73,987)   \n—   \n—   \n(73,987)   \n— \nRepurchase of Shares of\nCommon Stock and\nBlackstone Holdings\nPartnership Units\n  \n(3,850,000)   \n—   \n(391,968)   \n—   \n—   \n(391,968)   \n—   \n—   \n(391,968)   \n— \nChange in Blackstone Inc.’s\nOwnership Interest\n  \n—   \n—   \n36,824   \n—   \n—   \n36,824   \n—   \n(36,824)   \n—   \n— \nConversion of Blackstone\nHoldings Partnership\nUnits to Shares of\nCommon Stock\n  \n4,379,809   \n—   \n58,249   \n—   \n—   \n58,249   \n—   \n(58,249)   \n—   \n— \nBalance at December 31,\n2022\n  \n710,276,923  $\n7  $\n5,935,273  $\n1,748,106  $\n(27,475)  $\n7,655,911  $\n5,056,480  $\n5,253,670  $\n17,966,061  $\n1,715,006 \n \n(a) During the period presented, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of each less\nthan one cent.\n \nSee notes to consolidated financial statements.\n \n162\nBlackstone Inc.\nConsolidated Statements of Cash Flows\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nOperating Activities\n    \n    \n    \n \nNet Income\n  $ 2,988,909  $12,374,995  $ 2,261,506 \nAdjustments to Reconcile Net Income to Net Cash Provided by Operating Activities\n    \n    \n    \n \nBlackstone Funds Related\n    \n    \n    \n \nNet Realized Gains on Investments\n   (6,474,051)   (6,949,544)   (2,468,801) \nChanges in Unrealized (Gains) Losses on Investments\n   \n1,828,364   (1,748,824)   \n54,244 \nNon-Cash Performance Allocations\n   \n3,435,055   (8,675,246)   \n384,393 \nNon-Cash Performance Allocations and Incentive Fee Compensation\n   \n931,288   \n6,159,529   \n715,587 \nEquity-Based Compensation Expense\n   \n846,349   \n637,441   \n438,341 \nAmortization of Intangibles\n   \n67,097   \n74,871   \n71,053 \nOther Non-Cash Amounts Included in Net Income\n   (1,341,059)   \n(77,849)   \n58,854 \nCash Flows Due to Changes in Operating Assets and Liabilities\n    \n    \n    \n \nCash Acquired with Consolidation of Fund Entity\n   \n31,791   \n—   \n— \nCash Relinquished with Deconsolidation of Fund Entities\n   \n—   \n—   \n(257,544) \nAccounts Receivable\n   \n177,832   \n288,306   \n70,053 \nDue from Affiliates\n   \n654,290   (1,124,667)   \n(402,488) \nOther Assets\n   \n(26,853)   \n(4,792)   \n(22,704) \nAccrued Compensation and Benefits\n   (2,197,446)   (1,692,562)   (1,077,195) \nSecurities Sold, Not Yet Purchased\n   \n(22,964)   \n(22,418)   \n(26,840) \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n149,019   \n152,209   \n119,906 \nRepurchase Agreements\n   \n31,964   \n(18,828)   \n(77,310) \nDue to Affiliates\n   \n117,219   \n81,922   \n32,415 \nInvestments Purchased\n   (5,228,723)   (7,439,964)   (7,179,951) \nCash Proceeds from Sale of Investments\n   10,368,172   11,971,409   \n9,242,426 \n  \nNet Cash Provided by Operating Activities\n   \n6,336,253   \n3,985,988   \n1,935,945 \n  \nInvesting Activities\n    \n    \n    \n \nPurchase of Furniture, Equipment and Leasehold Improvements\n   \n(235,497)   \n(64,316)   \n(111,650) \nNet Cash Paid for Acquisitions, Net of Cash Acquired\n   \n—   \n—   \n(55,170) \n  \nNet Cash Used in Investing Activities\n   \n(235,497)   \n(64,316)   \n(166,820) \n  \nFinancing Activities\n    \n    \n    \n \nDistributions to Non-Controlling Interest Holders in Consolidated Entities\n   (1,271,907)   (1,347,631)   \n(747,491) \nContributions from Non-Controlling Interest Holders in Consolidated Entities\n   \n1,268,297   \n1,275,211   \n581,077 \nPayments Under Tax Receivable Agreement\n   \n(46,880)   \n(51,366)   \n(73,881) \nNet Settlement of Vested Common Stock and Repurchase of Common Stock and Blackstone Holdings\nPartnership Units\n   \n(465,956)   (1,272,774)   \n(504,912) \n \ncontinued…\n\n\nSee notes to consolidated financial statements.\n \n163\nBlackstone Inc.\nConsolidated Statements of Cash Flows\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nFinancing Activities (Continued)\n    \n    \n    \n \nProceeds from Loans Payable\n  $ 3,521,544  $ 2,222,544  $\n888,636 \nRepayment and Repurchase of Loans Payable\n   \n(280,768)   \n—   \n(1,889) \nDividends/Distributions to Stockholders and Unitholders\n   (6,518,785)   (4,602,574)   (2,385,576) \n  \nNet Cash Used in Financing Activities\n   (3,794,455)   (3,776,590)   (2,244,036) \n  \nEffect of Exchange Rate Changes on Cash and Cash Equivalents and Cash Held by Blackstone Funds and\nOther\n   \n(12,318)   \n(9,806)   \n15,716 \n  \nCash and Cash Equivalents and Cash Held by Blackstone Funds and Other\n    \n    \n    \n \nNet Increase (Decrease)\n   \n2,293,983   \n135,276   \n(459,195) \nBeginning of Period\n   \n2,199,732   \n2,064,456   \n2,523,651 \n  \nEnd of Period\n  $ 4,493,715  $ 2,199,732  $ 2,064,456 \n  \nSupplemental Disclosure of Cash Flows Information\n    \n    \n    \n \nPayments for Interest\n  $\n261,886  $\n194,166  $\n176,620 \n  \nPayments for Income Taxes\n  $\n683,171  $\n700,690  $\n209,182 \n  \nSupplemental Disclosure of Non-Cash Investing and Financing Activities\n    \n    \n    \n \nNon-Cash Contributions from Non-Controlling Interest Holders\n  $\n34,286  $\n11,647  $\n19,202 \n  \nNotes Issuance Costs\n  $\n30,240  $\n16,991  $\n8,273 \n  \nTransfer of Interests to Non-Controlling Interest Holders\n  $\n(11,463)  $\n(2,994)  $\n(6,013) \n  \nChange in Blackstone Inc.’s Ownership Interest\n  $\n36,824  $\n10,494  $\n10,476 \n  \nNet Settlement of Vested Common Stock\n  $\n387,332  $\n219,558  $\n123,478 \n  \nConversion of Blackstone Holdings Units to Common Stock\n  $\n58,249  $\n296,597  $\n123,710 \n  \nAcquisition of Ownership Interests from Non-Controlling Interest Holders\n    \n    \n    \n \nDeferred Tax Asset\n  $\n(120,167)  $\n(807,309)  $\n(242,282) \n  \nDue to Affiliates\n  $\n113,477  $\n748,521  $\n218,955 \n  \nEquity\n  $\n6,690  $\n58,788  $\n23,327 \n  \nThe following table provides a reconciliation of Cash and Cash Equivalents and Cash Held by Blackstone Funds and Other reported within the\nConsolidated Statements of Financial Condition:\n \n \n  \nDecember 31,\n2022\n  \nDecember 31,\n2021\nCash and Cash Equivalents\n  $ 4,252,003   $ 2,119,738 \nCash Held by Blackstone Funds and Other\n   \n241,712    \n79,994 \n  \n  \n \n  $ 4,493,715   $ 2,199,732 \n  \n  \nSee notes to consolidated financial statements.\n \n164\nBlackstone Inc.\nNotes to Consolidated Financial Statements\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n1.    Organization\nBlackstone Inc., together with its consolidated subsidiaries (“Blackstone” or the “Company”), is one of the world’s leading investment firms. Blackstone’s\nasset management business includes investment vehicles focused on real estate, private equity, infrastructure, life sciences, growth equity, credit, real\nassets and secondary funds, all on a global basis. “Blackstone Funds” refers to the funds and other vehicles that are managed by Blackstone. Blackstone’s\nbusiness is organized into four segments: Real Estate, Private Equity, Credit & Insurance and Hedge Fund Solutions.\nEffective August 6, 2021, The Blackstone Group Inc. changed its name to Blackstone Inc. Blackstone Inc. was initially formed as The Blackstone\nGroup L.P., a Delaware limited partnership, on March 12, 2007. Prior to its conversion (effective July 1, 2019) to a Delaware corporation, Blackstone Inc.\nwas managed and operated by Blackstone Group Management L.L.C., which is wholly owned by Blackstone's senior managing directors and controlled by\none of Blackstone's founders, Stephen A. Schwarzman (the “Founder”). Effective February 26, 2021, the Certificate of Incorporation of Blackstone Inc. was\namended and restated to rename Blackstone’s Class A common stock as “common stock” and reclassify Blackstone's Class B common stock and Class C\ncommon stock into a new Series I preferred stock and a new Series II preferred stock, respectively. All references to common stock, Series I preferred stock\nand Series II preferred stock prior to such date refer to Class A, Class B and Class C common stock, respectively. See Note 15. “Income Taxes” and\nNote 16. “Earnings Per Share and Stockholders’ Equity — Stockholders’ Equity.”\nThe activities of Blackstone are conducted through its holding partnerships: Blackstone Holdings I L.P., Blackstone Holdings AI L.P., Blackstone\nHoldings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P. (collectively, “Blackstone Holdings,” “Blackstone Holdings Partnerships” or the\n“Holding Partnerships”). Blackstone, through its wholly owned subsidiaries, is the sole general partner of each of the Holding Partnerships. Generally,\nholders of the limited partner interests in the Holding Partnerships may, four times each year, exchange their limited partnership interests (“Partnership\nUnits”) for Blackstone common stock, on a one-to-one basis, exchanging one Partnership Unit from each of the Holding Partnerships for one share of\nBlackstone common stock.\n2.    Summary of Significant Accounting Policies\nBasis of Presentation\n\n\nThe accompanying consolidated financial statements of Blackstone have been prepared in accordance with accounting principles generally accepted in\nthe United States of America (“GAAP”).\nThe consolidated financial statements include the accounts of Blackstone, its wholly owned or majority-owned subsidiaries, the consolidated entities\nwhich are considered to be variable interest entities and for which Blackstone is considered the primary beneficiary, and certain partnerships or similar\nentities which are not considered variable interest entities but in which the general partner is determined to have control.\nAll intercompany balances and transactions have been eliminated in consolidation.\nUse of Estimates\nThe preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates that affect the amounts\nreported in the consolidated financial statements and accompanying notes. Management believes that estimates utilized in the preparation of the\nconsolidated financial statements are prudent and reasonable. Such estimates include those used in the valuation of investments and financial instruments,\nthe measurement of deferred tax balances (including valuation allowances) and the accounting for Goodwill and equity-based compensation. Actual results\ncould differ from those estimates and such differences could be material.\n \n165\nBlackstone Inc.\nNotes to Consolidated Financial Statements - Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nConsolidation\nBlackstone consolidates all entities that it controls through a majority voting interest or otherwise, including those Blackstone Funds in which the\ngeneral partner has a controlling financial interest. Blackstone has a controlling financial interest in Blackstone Holdings because the limited partners do not\nhave the right to dissolve the partnerships or have substantive kick-out rights or participating rights that would overcome the control held by Blackstone.\nAccordingly, Blackstone consolidates Blackstone Holdings and records non-controlling interests to reflect the economic interests of the limited partners of\nBlackstone Holdings.\nIn addition, Blackstone consolidates all variable interest entities (“VIE”) for which it is the primary beneficiary. An enterprise is determined to be the\nprimary beneficiary if it holds a controlling financial interest. A controlling financial interest is defined as (a) the power to direct the activities of a VIE that\nmost significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the\nentity that could potentially be significant to the VIE. The consolidation guidance requires an analysis to determine (a) whether an entity in which Blackstone\nholds a variable interest is a VIE and (b) whether Blackstone’s involvement, through holding interests directly or indirectly in the entity or contractually\nthrough other variable interests, would give it a controlling financial interest. Performance of that analysis requires the exercise of judgment.\nBlackstone determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a variable interest entity and continuously\nreconsiders that conclusion. In determining whether Blackstone is the primary beneficiary, Blackstone evaluates its control rights as well as economic\ninterests in the entity held either directly or indirectly by Blackstone. The consolidation analysis can generally be performed qualitatively; however, if it is not\nreadily apparent that Blackstone is not the primary beneficiary, a quantitative analysis may also be performed. Investments and redemptions (either by\nBlackstone, affiliates of Blackstone or third parties) or amendments to the governing documents of the respective Blackstone Funds could affect an entity’s\nstatus as a VIE or the determination of the primary beneficiary. At each reporting date, Blackstone assesses whether it is the primary beneficiary and will\nconsolidate or deconsolidate accordingly.\nAssets of consolidated VIEs that can only be used to settle obligations of the consolidated VIE and liabilities of a consolidated VIE for which creditors\n(or beneficial interest holders) do not have recourse to the general credit of Blackstone are presented in a separate section in the Consolidated Statements\nof Financial Condition.\nBlackstone’s other disclosures regarding VIEs are discussed in Note 9. “Variable Interest Entities.”\nRevenue Recognition\nRevenues primarily consist of management and advisory fees, incentive fees, investment income, interest and dividend revenue and other.\nManagement and advisory fees and incentive fees are accounted for as contracts with customers. Under the guidance for contracts with customers, an\nentity is required to (a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price,\n(d) allocate the transaction price to the performance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance\nobligation. In determining the transaction price, an entity may include variable consideration only to the extent that it is probable that a significant reversal in\nthe amount of cumulative revenue\n \n166\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nrecognized would not occur when the uncertainty associated with the variable consideration is resolved. See Note 20. “Segment Reporting” for a\ndisaggregated presentation of revenues from contracts with customers.\nManagement and Advisory Fees, Net — Management and Advisory Fees, Net are comprised of management fees, including base management fees,\ntransaction and other fees and advisory fees net of management fee reductions and offsets.\nBlackstone earns base management fees from its customers at a fixed percentage of a calculation base which is typically assets under management,\nnet asset value, gross asset value, total assets, committed capital or invested capital. Blackstone identifies its customers on a fund by fund basis in\naccordance with the terms and circumstances of the individual fund. Generally the customer is identified as the investors in its managed funds and\ninvestment vehicles, but for certain widely held funds or vehicles, the fund or vehicle itself may be identified as the customer. These customer contracts\nrequire Blackstone to provide investment management services, which represents a performance obligation that Blackstone satisfies over time.\nManagement fees are a form of variable consideration because the fees Blackstone is entitled to vary based on fluctuations in the basis for the\nmanagement fee. The amount recorded as revenue is generally determined at the end of the period because these management fees are payable on a\nregular basis (typically quarterly) and are not subject to clawback once paid.\nTransaction, advisory and other fees are principally fees charged to the investors of funds indirectly through the managed funds and portfolio\ncompanies. The investment advisory agreements generally require that the investment adviser reduce the amount of management fees payable by the\n\n\ninvestors to Blackstone (“management fee reductions”) by an amount equal to a portion of the transaction and other fees paid to Blackstone by the portfolio\ncompanies. The amount of the reduction varies by fund, the type of fee paid by the portfolio company and the previously incurred expenses of the fund.\nThese fees and associated management fee reductions are a component of the transaction price for Blackstone’s performance obligation to provide\ninvestment management services to the investors of funds and are recognized as changes to the transaction price in the period in which they are charged\nand the services are performed.\nManagement fee offsets are reductions to management fees payable by the investors of the Blackstone Funds, which are based on the amount such\ninvestors reimburse the Blackstone Funds or Blackstone primarily for placement fees. Providing investment management services requires Blackstone to\narrange for services on behalf of its customers. In those situations where Blackstone is acting as an agent on behalf of the investors of funds, it presents the\ncost of services as net against management fee revenue. In all other situations, Blackstone is primarily responsible for fulfilling the services and is therefore\nacting as a principal for those arrangements. As a result, the cost of those services is presented as Compensation or General, Administrative and Other\nexpense, as appropriate, with any reimbursement from the investors of the funds recorded as Management and Advisory Fees, Net. In cases where the\ninvestors of the funds are determined to be the customer in an arrangement, placement fees may be capitalized as a cost to acquire a customer contract.\nCapitalized placement fees are amortized over the life of the customer contract, are recorded within Other Assets in the Consolidated Statements of\nFinancial Condition and amortization is recorded within General, Administrative and Other within the Consolidated Statements of Operations.\nAccrued but unpaid Management and Advisory Fees, net of management fee reductions and management fee offsets, as of the reporting date are\nincluded in Accounts Receivable or Due from Affiliates in the Consolidated Statements of Financial Condition.\nIncentive Fees — Contractual fees earned based on the performance of Blackstone vehicles (“Incentive Fees”) are a form of variable consideration in\nBlackstone’s contracts with customers to provide investment management services. Incentive Fees are earned based on performance of the vehicle during\nthe period, subject to the achievement of minimum return levels, or high water marks, in accordance with the respective terms set out in\n \n167\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \neach vehicle’s governing agreements. Incentive Fees will not be recognized as revenue until (a) it is probable that a significant reversal in the amount of\ncumulative revenue recognized will not occur, or (b) the uncertainty associated with the variable consideration is subsequently resolved. Incentive Fees are\ntypically recognized as revenue when realized at the end of the measurement period. Once realized, such fees are not subject to clawback or reversal.\nAccrued but unpaid Incentive Fees charged directly to investors in Blackstone vehicles as of the reporting date are recorded within Due from Affiliates in the\nConsolidated Statements of Financial Condition.\nInvestment Income (Loss) — Investment Income (Loss) represents the unrealized and realized gains and losses on Blackstone’s Performance\nAllocations and Principal Investments.\nIn carry fund structures and certain open-ended structures, Blackstone, through its subsidiaries, invests alongside its limited partners in a partnership\nand is entitled to its pro-rata share of the results of the fund vehicle (a “pro-rata allocation”). In addition to a pro-rata allocation, and assuming certain\ninvestment returns are achieved, Blackstone is entitled to a disproportionate allocation of the income otherwise allocable to the limited partners, commonly\nreferred to as carried interest (“Performance Allocations”).\nPerformance Allocations in carry fund structures are made to the general partner based on cumulative fund performance to date, subject to a preferred\nreturn to limited partners. Performance Allocations in open-ended structures are based on vehicle performance over a period of time, subject to a high water\nmark and preferred return to investors. At the end of each reporting period, Blackstone calculates the balance of accrued Performance Allocations (“Accrued\nPerformance Allocations”) that would be due to Blackstone for each fund, pursuant to the fund agreements, as if the fair value of the underlying investments\nwere realized as of such date, irrespective of whether such amounts have been realized. As the fair value of underlying investments varies between\nreporting periods, it is necessary to make adjustments to amounts recorded as Accrued Performance Allocations to reflect either (a) positive performance\nresulting in an increase in the Accrued Performance Allocation to the general partner or (b) negative performance that would cause the amount due to\nBlackstone to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the Accrued Performance Allocation to the\ngeneral partner. In each scenario, it is necessary to calculate the Accrued Performance Allocation on cumulative results compared to the Accrued\nPerformance Allocation recorded to date and make the required positive or negative adjustments. Blackstone ceases to record negative Performance\nAllocations once previously Accrued Performance Allocations for such fund have been fully reversed. Blackstone is not obligated to pay guaranteed returns\nor hurdles, and therefore, cannot have negative Performance Allocations over the life of a fund. Accrued Performance Allocations as of the reporting date\nare reflected in Investments in the Consolidated Statements of Financial Condition.\nPerformance Allocations in carry fund structures are realized when an underlying investment is profitably disposed of and the fund’s cumulative returns\nare in excess of the preferred return or, in limited instances, after certain thresholds for return of capital are met. Performance Allocations in carry fund\nstructures are subject to clawback to the extent that the Performance Allocation received to date exceeds the amount due to Blackstone based on\ncumulative results. As such, the accrual for potential repayment of previously received Performance Allocations, which is a component of Due to Affiliates,\nrepresents all amounts previously distributed to Blackstone Holdings and non-controlling interest holders that would need to be repaid to the Blackstone\ncarry funds if the Blackstone carry funds were to be liquidated based on the current fair value of the underlying funds’ investments as of the reporting date.\nThe actual clawback liability, however, generally does not become realized until the end of a fund’s life except for certain funds, including certain Blackstone\nreal estate funds, multi-asset class investment funds and credit-focused funds, which may have an interim clawback liability. Performance Allocations in\nopen-ended structures are realized based on the stated time period in the agreements and are generally not subject to clawback once paid.\n \n168\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nPrincipal Investments include the unrealized and realized gains and losses on Blackstone’s principal investments, including its investments in\nBlackstone Funds that are not consolidated and receive pro-rata allocations, its equity method investments, and other principal investments. Income (Loss)\non Principal Investments is realized when Blackstone redeems all or a portion of its investment or when Blackstone receives cash income, such as\ndividends or distributions. Unrealized Income (Loss) on Principal Investments results from changes in the fair value of the underlying investment as well as\nthe reversal of unrealized gain (loss) at the time an investment is realized.\nInterest and Dividend Revenue — Interest and Dividend Revenue comprises primarily interest and dividend income earned on principal investments not\naccounted for under the equity method held by Blackstone.\nOther Revenue — Other Revenue consists of miscellaneous income and foreign exchange gains and losses arising on transactions denominated in\n\n\ncurrencies other than U.S. dollars.\nFair Value of Financial Instruments\nGAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial\ninstruments at fair value. Market price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific\nto the financial instrument and the state of the marketplace, including the existence and transparency of transactions between market participants. Financial\ninstruments with readily available quoted prices in active markets generally will have a higher degree of market price observability and a lesser degree of\njudgment used in measuring fair value.\nFinancial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of\nfair values, as follows:\n \n \n•\n \nLevel I — Quoted prices are available in active markets for identical financial instruments as of the reporting date. The types of financial\ninstruments in Level I include listed equities, listed derivatives and mutual funds with quoted prices. Blackstone does not adjust the quoted price\nfor these investments, even in situations where Blackstone holds a large position and a sale could reasonably impact the quoted price.\n \n•\n \nLevel II — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date,\nand fair value is determined through the use of models or other valuation methodologies. Financial instruments which are generally included in\nthis category include corporate bonds and loans, including corporate bonds and loans held within CLO vehicles, government and agency\nsecurities, less liquid and restricted equity securities, and certain over-the-counter derivatives where the fair value is based on observable\ninputs.\n \n•\n \nLevel III — Pricing inputs are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the\nfinancial instrument. The inputs into the determination of fair value require significant management judgment or estimation. Financial\ninstruments that are included in this category generally include general and limited partnership interests in private equity and real estate funds,\ncredit-focused funds, distressed debt and non-investment grade residual interests in securitizations, certain corporate bonds and loans held\nwithin CLO vehicles, and certain over-the-counter derivatives where the fair value is based on unobservable inputs.\nIn certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which\ncategory within the fair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair\nvalue measurement. Blackstone’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and\nconsiders factors specific to the financial instrument .\n \n169\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nLevel II Valuation Techniques\nFinancial instruments classified within Level II of the fair value hierarchy comprise debt instruments, including debt securities sold, not yet purchased\nand certain equity securities and derivative instruments valued using observable inputs are also classified as Level II.\nThe valuation techniques used to value financial instruments classified within Level II of the fair value hierarchy are as follows:\n \n \n•\n \nDebt Instruments and Equity Securities are valued on the basis of prices from an orderly transaction between market participants including\nthose provided by reputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain\ninformation with respect to transactions in such investments, quotations from dealers, pricing matrices and market transactions in comparable\ninvestments and various relationships between investments. The valuation of certain equity securities is based on an observable price for an\nidentical security adjusted for the effect of a restriction.\n \n•\n \nFreestanding Derivatives are valued using contractual cash flows and observable inputs comprising yield curves, foreign currency rates and\ncredit spreads.\nLevel III Valuation Techniques\nIn the absence of observable market prices, Blackstone values its investments using valuation methodologies applied on a consistent basis. For some\ninvestments little market activity may exist; management’s determination of fair value is then based on the best information available in the circumstances,\nand may incorporate management’s own assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and\nexternal factors, including the appropriate risk adjustments for non-performance and liquidity risks. Investments for which market prices are not observable\ninclude private investments in the equity of operating companies, real estate properties, certain funds of hedge funds and credit-focused investments.\nReal Estate Investments — The fair values of real estate investments are determined by considering projected operating cash flows, sales of\ncomparable assets, if any, and replacement costs among other measures. The methods used to estimate the fair value of real estate investments include\nthe discounted cash flow method and/or capitalization rates analysis. Where a discounted cash flow method is used, a terminal value is derived by reference\nto an exit multiple, such as earnings before interest, taxes, depreciation and amortization (“EBITDA”), or a capitalization rate. Valuations may be derived by\nreference to observable valuation measures for comparable companies or assets (for example, multiplying a key performance metric of the investee\ncompany or asset, such as EBITDA, by a relevant valuation multiple observed in the range of comparable companies or transactions), adjusted by\nmanagement for differences between the investment and the referenced comparables, and in some instances by reference to option pricing models or other\nsimilar methods.\nPrivate Equity Investments — The fair values of private equity investments are determined by reference to projected net earnings, EBITDA, the\ndiscounted cash flow method, public market or private transactions, valuations for comparable companies and other measures which, in many cases, are\nbased on unaudited information at the time received. Where a discounted cash flow method is used, a terminal value is derived by reference to EBITDA or\nprice/earnings exit multiples. Valuations may also be derived by reference to observable valuation measures for comparable companies or transactions (for\nexample, multiplying a key performance metric of the investee company such as EBITDA by a relevant valuation multiple observed in the range of\ncomparable companies or transactions), adjusted by management for differences between the investment and the referenced comparables, and in some\ninstances by reference to option pricing models or other similar methods.\n \n170\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n\n\n \nCredit-Focused Investments — The fair values of credit-focused investments are generally determined on the basis of prices between market\nparticipants provided by reputable dealers or pricing services. For credit-focused investments that are not publicly traded or whose market prices are not\nreadily available, Blackstone may utilize other valuation techniques, including the discounted cash flow method or a market approach. The discounted cash\nflow method projects the expected cash flows of the debt instrument based on contractual terms, and discounts such cash flows back to the valuation date\nusing a market-based yield. The market-based yield is estimated using yields of publicly traded debt instruments issued by companies operating in similar\nindustries as the subject investment, with similar leverage statistics and time to maturity.\nThe market approach is generally used to determine the enterprise value of the issuer of a credit investment, and considers valuation multiples of\ncomparable companies or transactions. The resulting enterprise value will dictate whether or not such credit investment has adequate enterprise value\ncoverage. In cases of distressed credit instruments, the market approach may be used to estimate a recovery value in the event of a restructuring.\nInvestments, at Fair Value\nGenerally, the Blackstone Funds are accounted for as investment companies under the American Institute of Certified Public Accountants Accounting\nand Auditing Guide, Investment Companies, and in accordance with the GAAP guidance on investment companies and reflect their investments, including\nmajority-owned and controlled investments (the “Portfolio Companies”), at fair value. Such consolidated funds’ investments are reflected in Investments on\nthe Consolidated Statements of Financial Condition at fair value, with unrealized gains and losses resulting from changes in fair value reflected as a\ncomponent of Net Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations. Fair value is the amount that would be\nreceived to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at the measurement date, at current market\nconditions (i.e., the exit price).\nBlackstone’s principal investments are presented at fair value with unrealized appreciation or depreciation and realized gains and losses recognized in\nthe Consolidated Statements of Operations within Investment Income (Loss).\nFor certain instruments, Blackstone has elected the fair value option. Such election is irrevocable and is applied on an investment by investment basis\nat initial recognition or other eligible election dates. Blackstone has applied the fair value option for certain loans and receivables, unfunded loan\ncommitments and certain investments in private debt securities that otherwise would not have been carried at fair value with gains and losses recorded in\nnet income. The methodology for measuring the fair value of such investments is consistent with the methodology applied to private equity, real estate,\ncredit-focused and funds of hedge funds investments. Changes in the fair value of such instruments are recognized in Investment Income (Loss) in the\nConsolidated Statements of Operations. Interest income on interest bearing loans and receivables and debt securities on which the fair value option has\nbeen elected is based on stated coupon rates adjusted for the accretion of purchase discounts and the amortization of purchase premiums. This interest\nincome is recorded within Interest and Dividend Revenue.\nBlackstone has elected the fair value option for certain proprietary investments that would otherwise have been accounted for using the equity method\nof accounting. The fair value of such investments is based on quoted prices in an active market or using the discounted cash flow method. Changes in fair\nvalue are recognized in Investment Income (Loss) in the Consolidated Statements of Operations.\nFurther disclosure on instruments for which the fair value option has been elected is presented in Note 7. “Fair Value Option.”\n \n171\nBlackstone Inc.\nNotes to Consolidated Financial Statements— Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone may elect to measure certain proprietary investments in equity securities without readily determinable fair values under the measurement\nalternative, which reflects cost less impairment, with adjustments in value resulting from observable price changes arising from orderly transactions of the\nsame or a similar security from the same issuer. If the measurement alternative election is not made, the equity security is measured at fair value. The\nmeasurement alternative election is made on an instrument by instrument basis. The election is reassessed each reporting period to determine whether\ninvestments under the measurement alternative have readily determinable fair values, in which case they would no longer be eligible for this election.\nThe investments of consolidated Blackstone Funds in funds of hedge funds (“Investee Funds”) are valued at net asset value (“NAV”) per share of the\nInvestee Fund. In limited circumstances, Blackstone may determine, based on its own due diligence and investment procedures, that NAV per share does\nnot represent fair value. In such circumstances, Blackstone will estimate the fair value in good faith and in a manner that it reasonably chooses, in\naccordance with the requirements of GAAP.\nCertain investments of Blackstone and of the consolidated Blackstone funds of hedge funds and credit-focused funds measure their investments in\nunderlying funds at fair value using NAV per share without adjustment. The terms of the investee’s investment generally provide for minimum holding\nperiods or lock-ups, the institution of gates on redemptions or the suspension of redemptions or an ability to side pocket investments, at the discretion of the\ninvestee’s fund manager, and as a result, investments may not be redeemable at, or within three months of, the reporting date. A side-pocket is used by\nhedge funds and funds of hedge funds to separate investments that may lack a readily ascertainable value, are illiquid or are subject to liquidity restriction.\nRedemptions are generally not permitted until the investments within a side-pocket are liquidated or it is deemed that the conditions existing at the time that\nrequired the investment to be included in the side-pocket no longer exist. As the timing of either of these events is uncertain, the timing at which Blackstone\nmay redeem an investment held in a side-pocket cannot be estimated. Further disclosure on instruments for which fair value is measured using NAV per\nshare is presented in Note 5. “Net Asset Value as Fair Value.”\nSecurity and loan transactions are recorded on a trade date basis.\nEquity Method Investments\nInvestments in which Blackstone is deemed to exert significant influence, but not control, are accounted for using the equity method of accounting\nexcept in cases where the fair value option has been elected. Blackstone has significant influence over all Blackstone Funds in which it invests but does not\nconsolidate. Therefore, its investments in such Blackstone Funds, which include both a proportionate and disproportionate allocation of the profits and\nlosses (as is the case with carry funds that include a Performance Allocation), are accounted for under the equity method. Under the equity method of\naccounting, Blackstone’s share of earnings (losses) from equity method investments is included in Investment Income (Loss) in the Consolidated\nStatements of Operations.\nIn cases where Blackstone’s equity method investments provide for a disproportionate allocation of the profits and losses (as is the case with carry\nfunds that include a Performance Allocation), Blackstone’s share of earnings (losses) from equity method investments is determined using a balance sheet\napproach referred to as the hypothetical liquidation at book value (“HLBV”) method. Under the HLBV method, at the end of each reporting period\nBlackstone calculates the Accrued Performance Allocations that would be due to Blackstone for each fund pursuant to the fund agreements as if the fair\nvalue of the underlying investments were realized as of such date, irrespective of whether such amounts have been realized. As the fair value of underlying\ninvestments varies between reporting periods, it is necessary to make adjustments to amounts recorded as Accrued Performance Allocations to reflect\neither (a) positive performance resulting in an increase in the Accrued Performance Allocation to the general partner, or (b) negative performance that\n\n\nwould cause the amount due to Blackstone to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the Accrued\n \n172\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nPerformance Allocation to the general partner. In each scenario, it is necessary to calculate the Accrued Performance Allocation on cumulative results\ncompared to the Accrued Performance Allocation recorded to date and make the required positive or negative adjustments. Blackstone ceases to record\nnegative Performance Allocations once previously Accrued Performance Allocations for such fund have been fully reversed. Blackstone is not obligated to\npay guaranteed returns or hurdles, and therefore, cannot have negative Performance Allocations over the life of a fund. The carrying amounts of equity\nmethod investments are reflected in Investments in the Consolidated Statements of Financial Condition.\nStrategic Partners’ results presented in Blackstone’s consolidated financial statements are reported on a three month lag from Strategic Partners’ fund\nfinancial statements, which report the performance of underlying investments generally on a same quarter basis, if available. Therefore, Strategic Partners’\nresults presented herein do not reflect the impact of economic and market activity in the current quarter. Current quarter market activity of Strategic\nPartners’ underlying investments is expected to affect Blackstone’s reported results in upcoming periods.\nCash and Cash Equivalents\nCash and Cash Equivalents represents cash on hand, cash held in banks, money market funds and liquid investments with original maturities of three\nmonths or less. Interest income from cash and cash equivalents is recorded in Interest and Dividend Revenue in the Consolidated Statements of\nOperations.\nCash Held by Blackstone Funds and Other\nCash Held by Blackstone Funds and Other represents cash and cash equivalents held by consolidated Blackstone Funds and other consolidated\nentities. Such amounts are not available to fund the general liquidity needs of Blackstone.\nAccounts Receivable\nAccounts Receivable includes management fees receivable from limited partners, receivables from underlying funds in the fund of hedge funds\nbusiness, placement and advisory fees receivables, receivables relating to unsettled sale transactions and loans extended to unaffiliated third parties.\nAccounts Receivable, excluding those for which the fair value option has been elected, are assessed periodically for collectability. Amounts determined to\nbe uncollectible are charged directly to General, Administrative and Other Expenses in the Consolidated Statements of Operations.\nIntangibles and Goodwill\nBlackstone’s intangible assets consist of contractual rights to earn future fee income, including management and advisory fees, Incentive Fees and\nPerformance Allocations. Identifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from three\nto twenty years, reflecting the contractual lives of such assets. Amortization expense is included within General, Administrative and Other in the\nConsolidated Statements of Operations. Intangible assets are reviewed for impairment when events or changes in circumstances indicate that the carrying\namount may not be recoverable.\nGoodwill comprises goodwill arising from the contribution and reorganization of Blackstone’s predecessor entities in 2007 immediately prior to its initial\npublic offering (“IPO”) and the acquisitions of GSO Capital Partners LP in 2008, Strategic Partners in 2013, Harvest Fund Advisors LLC (“Harvest”) in 2017,\nClarus Ventures LLC (“Clarus”) in 2018 and DCI LLC (“DCI”) in 2020. Goodwill is reviewed for impairment at least annually utilizing a qualitative or\nquantitative approach, and more frequently if circumstances indicate impairment may have occurred. The impairment testing for goodwill under the\nqualitative approach is based first on a qualitative assessment to determine if it is more likely than not that the fair value of Blackstone’s operating segments\nis less\n \n173\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nthan their respective carrying values. The operating segments are considered the reporting units for testing the impairment of goodwill. If it is determined\nthat it is more likely than not that an operating segment’s fair value is less than its carrying value or when the quantitative approach is used, an impairment\nloss is recognized to the extent by which the carrying value exceeds the fair value, not to exceed the total amount of goodwill allocated to that reporting unit.\nFurniture, Equipment and Leasehold Improvements\nFurniture, equipment and leasehold improvements consist primarily of leasehold improvements, furniture, fixtures and equipment, computer hardware\nand software and are recorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line\nmethod over the assets’ estimated useful economic lives, which for leasehold improvements are the lesser of the lease term or the life of the asset,\ngenerally ten to fifteen years, and three to seven years for other fixed assets. Blackstone evaluates long-lived assets for impairment whenever events or\nchanges in circumstances indicate that the carrying amount may not be recoverable.\nForeign Currency\nIn the normal course of business, Blackstone may enter into transactions not denominated in United States dollars. Foreign exchange gains and losses\narising on such transactions are recorded as Other Revenue in the Consolidated Statements of Operations. Foreign currency transaction gains and losses\narising within consolidated Blackstone Funds are recorded in Net Gains (Losses) from Fund Investment Activities. In addition, Blackstone consolidates a\nnumber of entities that have a non-U.S. dollar functional currency. Non-U.S. dollar denominated assets and liabilities are translated to U.S. dollars at the\nexchange rate prevailing at the reporting date and income, expenses, gains and losses are translated at the prevailing exchange rate on the dates that they\nwere recorded. Cumulative translation adjustments arising from the translation of non-U.S. dollar denominated operations are recorded in Other\nComprehensive Income and allocated to Non-Controlling Interests in Consolidated Entities and Non-Controlling Interests in Blackstone Holdings, as\napplicable.\nComprehensive Income\nComprehensive Income consists of Net Income and Other Comprehensive Income. Blackstone’s Other Comprehensive Income is comprised of foreign\ncurrency cumulative translation adjustments.\n\n\nCompensation and Benefits\nCompensation and Benefits — Compensation — Compensation consists of (a) salary and bonus, and benefits paid and payable to employees and\nsenior managing directors and (b) equity-based compensation associated with the grants of equity-based awards to employees and senior managing\ndirectors. Compensation cost relating to the issuance of equity-based awards to senior managing directors and employees is measured at fair value at the\ngrant date, and expensed over the vesting period on a straight-line basis, taking into consideration expected forfeitures, except in the case of (a) equity-\nbased awards that do not require future service, which are expensed immediately, and (b) certain awards to recipients that meet criteria making them eligible\nfor retirement (allowing such recipient to keep a percentage of those awards upon departure from Blackstone after becoming eligible for retirement), for\nwhich the expense for the portion of the award that would be retained in the event of retirement is either expensed immediately or amortized to the\nretirement date. Cash settled equity-based awards and awards settled in a variable number of shares are classified as liabilities and are remeasured at the\nend of each reporting period.\nCompensation and Benefits — Incentive Fee Compensation — Incentive Fee Compensation consists of compensation paid based on Incentive Fees.\n \n174\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nCompensation and Benefits — Performance Allocations Compensation — Performance Allocation Compensation consists of compensation paid based\non Performance Allocations (which may be distributed in cash or in-kind). Such compensation expense is subject to both positive and negative adjustments.\nPerformance Allocations Compensation is generally based on the performance of individual investments held by a fund rather than on a fund by fund basis.\nThese amounts may also include allocations of investment income from Blackstone’s principal investments, to senior managing directors and employees\nparticipating in certain profit sharing initiatives.\nNon-Controlling Interests in Consolidated Entities\nNon-Controlling Interests in Consolidated Entities represent the component of Equity in general partner entities and consolidated Blackstone Funds\nheld by third party investors and employees. The percentage interests in consolidated Blackstone Funds held by third parties and employees is adjusted for\ngeneral partner allocations and by subscriptions and redemptions in funds of hedge funds and certain credit-focused funds which occur during the reporting\nperiod. Income (Loss) and other comprehensive income, if applicable, arising from the respective entities is allocated to non-controlling interests in\nconsolidated entities based on the relative ownership interests of third party investors and employees after considering any contractual arrangements that\ngovern the allocation of income (loss) such as fees allocable to Blackstone Inc.\nRedeemable Non-Controlling Interests in Consolidated Entities\nInvestors in certain consolidated vehicles may be granted redemption rights that allow for quarterly or monthly redemption, as outlined in the relevant\ngoverning documents. Such redemption rights may be subject to certain limitations, including limits on the aggregate amount of interests that may be\nredeemed in a given period, may only allow for redemption following the expiration of a specified period of time, or may be withdrawn subject to a\nredemption fee during the period when capital may not be withdrawn. As a result, amounts relating to third party interests in such consolidated vehicles are\npresented as Redeemable Non-Controlling Interests in Consolidated Entities within the Consolidated Statements of Financial Condition. When redeemable\namounts become legally payable to investors, they are classified as a liability and included in Accounts Payable, Accrued Expenses and Other Liabilities in\nthe Consolidated Statements of Financial Condition. For all consolidated vehicles in which redemption rights have not been granted, non-controlling\ninterests are presented within Equity in the Consolidated Statements of Financial Condition as Non-Controlling Interests in Consolidated Entities.\nNon-Controlling Interests in Blackstone Holdings\nNon-Controlling Interests in Blackstone Holdings represent the component of Equity in the consolidated Blackstone Holdings Partnerships held by\nBlackstone personnel and others who are limited partners of the Blackstone Holdings Partnerships.\nCertain costs and expenses are borne directly by the Holdings Partnerships. Income (Loss), excluding those costs directly borne by and attributable to\nthe Holdings Partnerships, is attributable to Non-Controlling Interests in Blackstone Holdings. This residual attribution is based on the year to date average\npercentage of Blackstone Holdings Partnership Units and unvested participating Holdings Partnership Units held by Blackstone personnel and others who\nare limited partners of the Blackstone Holdings Partnerships. Unvested participating Holdings Partnership Units are excluded from the attribution in periods\nof loss as they are not contractually obligated to share in losses of the Holdings Partnerships.\nOther Income\nNet Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations include net realized gains (losses) from realizations\nand sales of investments, the net change in unrealized gains (losses)\n \n175\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nresulting from changes in the fair value of investments and interest income and expense and dividends attributable to the consolidated Blackstone Funds’\ninvestments.\nExpenses incurred by consolidated Blackstone funds are separately presented within Fund Expenses in the Consolidated Statements of Operations.\nOther Income also includes amounts attributable to the Reduction of the Tax Receivable Agreement Liability. See Note 15. “Income Taxes — Other\nIncome — Change in the Tax Receivable Agreement Liability” for additional information.\nIncome Taxes\nBlackstone Inc. is a corporation for U.S. federal income tax purposes and thus is subject to U.S. federal, state and local income taxes on Blackstone’s\nshare of taxable income. The Blackstone Holdings Partnerships and certain of their subsidiaries operate in the U.S. as partnerships for U.S. federal income\ntax purposes and generally as corporate entities in non-U.S. jurisdictions. Accordingly, these entities in some cases are subject to New York City\nunincorporated business taxes or non-U.S. income taxes. In addition, certain of the wholly owned subsidiaries of Blackstone and the Blackstone Holdings\nPartnerships will be subject to federal, state and local corporate income taxes at the entity level and the related tax provision attributable to Blackstone’s\nshare of this income tax is reflected in the consolidated financial statements.\n\n\nProvision for Income Taxes\nIncome taxes are provided for using the asset and liability method under which deferred tax assets and liabilities are recognized for temporary\ndifferences between the financial reporting and tax bases of assets and liabilities, resulting in all pretax amounts being appropriately tax effected in the\nperiod, irrespective of which tax return year items will be reflected. Blackstone reports interest expense and tax penalties related to income tax matters in\nprovision for income taxes.\nDeferred Income Taxes\nDeferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities. These\ntemporary differences result in taxable or deductible amounts in future years and are measured using the tax rates and laws that will be in effect when such\ndifferences are expected to reverse. Valuation allowances are established to reduce the deferred tax assets to the amount that is more likely than not to be\nrealized. Deferred tax assets are separately stated, and deferred tax liabilities are included in Accounts Payable, Accrued Expenses, and Other Liabilities in\nthe consolidated financial statements.\nUnrecognized Tax Benefits\nBlackstone recognizes tax positions in the consolidated financial statements when it is more likely than not that the position will be sustained on\nexamination by the relevant taxing authority based on the technical merits of the position. A position that meets this standard is measured at the largest\namount of benefit that will more likely than not be realized on settlement. A liability is established for differences between positions taken in the return and\namounts recognized in the consolidated financial statements.\nNet Income (Loss) Per Share of Common Stock\nBasic Income (Loss) Per Share of Common Stock is calculated by dividing Net Income (Loss) Attributable to Blackstone Inc. by the weighted-average\nshares of common stock, unvested participating shares of common stock outstanding for the period and vested deferred restricted shares of common stock\nthat have been earned for\n \n176\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nwhich issuance of the related shares of common stock is deferred until future periods. Diluted Income (Loss) Per Share of Common Stock reflects the\nimpact of all dilutive securities. Unvested participating shares of common stock are excluded from the computation in periods of loss as they are not\ncontractually obligated to share in losses.\nBlackstone applies the treasury stock method to determine the dilutive weighted-average common shares outstanding for certain equity-based\ncompensation awards. Blackstone applies the “if-converted” method to the Blackstone Holdings Partnership Units to determine the dilutive impact, if any, of\nthe exchange right included in the Blackstone Holdings Partnership Units. Blackstone applies the contingently issuable share model to contracts that may\nrequire the issuance of shares.\nReverse Repurchase and Repurchase Agreements\nSecurities purchased under agreements to resell (“reverse repurchase agreements”) and securities sold under agreements to repurchase (“repurchase\nagreements”), comprised primarily of U.S. and non-U.S. government and agency securities, asset-backed securities and corporate debt, represent\ncollateralized financing transactions. Such transactions are recorded in the Consolidated Statements of Financial Condition at their contractual amounts and\ninclude accrued interest. The carrying value of reverse repurchase and repurchase agreements approximates fair value.\nBlackstone manages credit exposure arising from reverse repurchase agreements and repurchase agreements by, in appropriate circumstances,\nentering into master netting agreements and collateral arrangements with counterparties that provide Blackstone, in the event of a counterparty default, the\nright to liquidate collateral and the right to offset a counterparty’s rights and obligations.\nBlackstone takes possession of securities purchased under reverse repurchase agreements and is permitted to repledge, deliver or otherwise use such\nsecurities. Blackstone also pledges its financial instruments to counterparties to collateralize repurchase agreements. Financial instruments pledged that\ncan be repledged, delivered or otherwise used by the counterparty are recorded in Investments in the Consolidated Statements of Financial Condition.\nAdditional disclosures relating to repurchase agreements are discussed in Note 10. “Repurchase Agreements.”\nBlackstone does not offset assets and liabilities relating to reverse repurchase agreements and repurchase agreements in its Consolidated Statements\nof Financial Condition. Additional disclosures relating to offsetting are discussed in Note 12. “Offsetting of Assets and Liabilities.”\nSecurities Sold, Not Yet Purchased\nSecurities Sold, Not Yet Purchased consist of equity and debt securities that Blackstone has borrowed and sold. Blackstone is required to “cover” its\nshort sale in the future by purchasing the security at prevailing market prices and delivering it to the counterparty from which it borrowed the security.\nBlackstone is exposed to loss in the event that the price at which a security may have to be purchased to cover a short sale exceeds the price at which the\nborrowed security was sold short.\nSecurities Sold, Not Yet Purchased are recorded at fair value in the Consolidated Statements of Financial Condition.\nDerivative Instruments\nBlackstone recognizes all derivatives as assets or liabilities on its Consolidated Statements of Financial Condition at fair value. On the date Blackstone\nenters into a derivative contract, it designates and documents each\n \n177\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nderivative contract as one of the following: (a) a hedge of a recognized asset or liability (“fair value hedge”), (b) a hedge of a forecasted transaction or of the\nvariability of cash flows to be received or paid related to a recognized asset or liability (“cash flow hedge”), (c) a hedge of a net investment in a foreign\noperation, or (d) a derivative instrument not designated as a hedging instrument (“freestanding derivative”).\nFor freestanding derivative contracts, Blackstone presents changes in fair value in current period earnings. Changes in the fair value of derivative\ninstruments held by consolidated Blackstone Funds are reflected in Net Gains from Fund Investment Activities or, where derivative instruments are held by\nBlackstone, within Investment Income (Loss) in the Consolidated Statements of Operations. The fair value of freestanding derivative assets of the\nconsolidated Blackstone Funds are recorded within Investments, the fair value of freestanding derivative assets that are not part of the consolidated\nBlackstone Funds are recorded within Other Assets and the fair value of freestanding derivative liabilities are recorded within Accounts Payable, Accrued\nExpenses and Other Liabilities in the Consolidated Statements of Financial Condition.\nBlackstone has elected to not offset derivative assets and liabilities or financial assets in its Consolidated Statements of Financial Condition, including\ncash, that may be received or paid as part of collateral arrangements, even when an enforceable master netting agreement is in place that provides\nBlackstone, in the event of counterparty default, the right to liquidate collateral and the right to offset a counterparty’s rights and obligations.\nBlackstone’s other disclosures regarding derivative financial instruments are discussed in Note 6. “Derivative Financial Instruments.”\nBlackstone’s disclosures regarding offsetting are discussed in Note 12. “Offsetting of Assets and Liabilities.”\nLeases\nBlackstone determines if an arrangement is a lease at inception of the arrangement. Blackstone primarily enters into operating leases, as the lessee,\nfor office space. Operating leases are included in Right-of-Use (“ROU”) Assets and Operating Lease Liabilities in the Consolidated Statement of Financial\nCondition. ROU Assets and Operating Lease Liabilities are recognized based on the present value of the future minimum lease payments over the lease\nterm at the commencement date. Blackstone determines the present value of the lease payments using an incremental borrowing rate based on information\navailable at the inception date. Leases may include options to extend or terminate the lease which are included in the ROU Assets and Operating Lease\nLiability when they are reasonably certain of exercise.\nCertain leases include lease and nonlease components, which are accounted for as one single lease component. Occupancy lease agreements, in\naddition to contractual rent payments, generally include additional payments for certain costs incurred by the landlord, such as building expenses and\nutilities. To the extent these are fixed or determinable, they are included as part of the minimum lease payments used to measure the Operating Lease\nLiability. Operating lease expense associated with minimum lease payments is recognized on a straight-line basis over the lease term. When additional\npayments are based on usage or vary based on other factors, they are expensed when incurred as variable lease expense.\nMinimum lease payments for leases with an initial term of twelve months or less are not recorded on the Consolidated Statement of Financial\nCondition. Blackstone recognizes lease expense for these leases on a straight-line basis over the lease term.\nAdditional disclosures relating to leases are discussed in Note 14. “Leases.”\n \n178\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nAffiliates\nBlackstone considers its Founder, senior managing directors, employees, the Blackstone Funds and the Portfolio Companies to be affiliates.\nDividends\nDividends are reflected in the consolidated financial statements when declared.\n3.     Goodwill and Intangible Assets\nThe carrying value of Goodwill was $1.9 billion as of December 31, 2022 and 2021. At December 31, 2022 and 2021, Blackstone determined there was\nno evidence of Goodwill impairment.\nAt December 31, 2022 and 2021, Goodwill has been allocated to each of Blackstone’s four segments as follows: Real Estate ($ 421.7 million), Private\nEquity ($870.0 million), Credit & Insurance ($426.4 million) and Hedge Fund Solutions ($ 172.1 million).\nIntangible Assets, Net consists of the following:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nFinite-Lived Intangible Assets/Contractual Rights\n  \n$ 1,745,376   $ 1,745,376 \nAccumulated Amortization\n  \n (1,528,089)    (1,460,992) \n  \n  \nIntangible Assets, Net\n  \n$\n217,287   $\n284,384 \n  \n  \nChanges in Blackstone’s Intangible Assets, Net consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nBalance, Beginning of Year\n  \n$ 284,384   $ 347,955   $ 397,508 \nAmortization Expense\n  \n \n(67,097)    \n(74,871)    \n(71,053) \nAcquisitions (a)\n  \n \n—    \n11,300    \n21,500 \n  \n  \n  \nBalance, End of Year\n  \n$ 217,287   $ 284,384   $ 347,955 \n  \n  \n  \n \n(a) In December 2020, Blackstone acquired DCI, a San Francisco based systematic credit investment firm. Provisional amounts of Intangible Assets and\nGoodwill for the acquisition of DCI were reported for the year ended December 31, 2020, which resulted in a $21.5 million increase in Intangible\nAssets. During the year ended December 31, 2021, Blackstone obtained additional information needed to identify and measure the acquired assets,\nwhich resulted in a $11.3 million increase in Intangible Assets. Intangible Assets related to the DCI acquisition are primarily comprised of contractual\nrights to earn future fee income.\nAmortization of Intangible Assets held at December 31, 2022 is expected to be $ 38.1 million, $30.5 million, $30.5 million, $30.4 million and $29.3 million\nfor each of the years ending December 31, 2023, 2024, 2025, 2026 and 2027, respectively. Blackstone’s Intangible Assets as of December 31, 2022 are\nexpected to amortize over a weighted-average period of 7.1 years.\n \n179\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n4.    Investments\nInvestments consist of the following:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nInvestments of Consolidated Blackstone Funds\n  \n$ 5,136,966   \n$ 2,018,829 \nEquity Method Investments\n  \n  \n   \n  \n \nPartnership Investments\n  \n 5,530,419   \n 5,635,212 \nAccrued Performance Allocations\n  \n 12,360,684   \n 17,096,873 \nCorporate Treasury Investments\n  \n 1,053,540   \n \n658,066 \nOther Investments\n  \n 3,471,642   \n 3,256,063 \n  \n  \n \n  \n$27,553,251   \n$28,665,043 \n  \n  \nBlackstone’s share of Investments of Consolidated Blackstone Funds totaled $ 393.9 million and $375.8 million at December 31, 2022 and\nDecember 31, 2021, respectively.\nWhere appropriate, the accounting for Blackstone’s investments incorporates the changes in fair value of those investments as determined under\nGAAP. The significant inputs and assumptions required to determine the change in fair value of the investments of Consolidated Blackstone Funds,\nCorporate Treasury Investments and Other Investments are discussed in more detail in Note 8. “Fair Value Measurements of Financial Instruments.”\nInvestments of Consolidated Blackstone Funds\nThe following table presents the Realized and Net Change in Unrealized Gains (Losses) on investments held by the consolidated Blackstone Funds\nand a reconciliation to Other Income (Loss) — Net Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nRealized Gains (Losses)\n  \n$\n99,457   $ 145,305   \n$ (126,397) \nNet Change in Unrealized Losses\n  \n (264,204)    \n289,938   \n \n60,363 \n  \n  \n  \n\n\nRealized and Net Change in Unrealized Gains (Losses) from Consolidated Blackstone Funds\n  \n (164,747)    \n435,243   \n \n(66,034) \nInterest and Dividend Revenue Attributable to Consolidated Blackstone Funds\n  \n \n59,605    \n26,381   \n \n96,576 \n  \n  \n  \nOther Income (Loss) — Net Gains (Losses) from Fund Investment Activities\n  \n$ (105,142)   $ 461,624   \n$\n30,542 \n  \n  \n  \nEquity Method Investments\nBlackstone’s equity method investments include Partnership Investments, which represent the pro-rata investments, and any associated Accrued\nPerformance Allocations, in Blackstone Funds, excluding any equity method investments for which the fair value option has been elected. Prior to\nJanuary 26, 2021, Partnership Investments also included the 40% non-controlling interest in Pátria Investments Limited and Pátria Investimentos Ltda.\n(collectively, “Pátria”).\nOn January 26, 2021, Pátria completed its IPO, pursuant to which Blackstone sold a portion of its interests and ceased to have representatives or the\nright to designate representatives on Pátria’s board of directors. As a result\n \n180\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nof Pátria’s pre-IPO reorganization transactions (which included Blackstone’s sale of 10% of Pátria’s pre-IPO shares to Pátria’s controlling shareholder) and\nthe consummation of the IPO, Blackstone was deemed to no longer have significant influence over Pátria due to Blackstone’s decreased ownership and\nlack of board representation. Following the IPO, the retained interest in Pátria is included in Other Investments and accounted for at fair value in\naccordance with the GAAP guidance for investments in equity securities with a readily determinable fair value. Blackstone sold its remaining shares of\nPátria during the three months ended September 30, 2021.\nBlackstone evaluates each of its equity method investments, excluding Accrued Performance Allocations, to determine if any were significant as\ndefined by guidance from the United States Securities and Exchange Commission (“SEC”). As of and for the years ended December 31, 2022, 2021 and\n2020, no individual equity method investment held by Blackstone met the significance criteria. As such, Blackstone is not required to present separate\nfinancial statements for any of its equity method investments.\nPartnership Investments\nBlackstone recognized net gains related to its Partnership Investments accounted for under the equity method of $ 292.1 million, $1.9 billion and\n$320.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.\nThe summarized financial information of Blackstone’s equity method investments for December 31, 2022 are as follows:\n \n \n  \nDecember 31, 2022 and the Year Then Ended\n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nStatement of Financial Condition\n    \n    \n    \n    \n    \n \nAssets\n    \n    \n    \n    \n    \n \nInvestments\n  $295,985,447  $182,732,362  $87,362,311  $ 38,209,892  $ 604,290,012 \nOther Assets\n   \n13,601,083   \n3,194,088   \n6,345,260   \n4,079,065   \n27,219,496 \n  \nTotal Assets\n  $309,586,530  $185,926,450  $93,707,571  $ 42,288,957  $ 631,509,508 \n  \nLiabilities and Equity\n    \n    \n    \n    \n    \n \nDebt\n  $118,075,949  $ 22,779,131  $39,049,599  $\n662,805  $ 180,567,484 \nOther Liabilities\n   \n7,735,780   \n1,310,998   \n5,644,625   \n2,092,757   \n16,784,160 \n  \nTotal Liabilities\n   125,811,729   \n24,090,129   44,694,224   \n2,755,562   197,351,644 \n  \nEquity\n   183,774,801   161,836,321   49,013,347   39,533,395   434,157,864 \n  \nTotal Liabilities and Equity\n  $309,586,530  $185,926,450  $93,707,571  $ 42,288,957  $ 631,509,508 \n  \nStatement of Operations\n    \n    \n    \n    \n    \n \nInterest Income\n  $\n2,917,115  $\n2,012,916  $ 5,764,150  $\n16,069  $\n10,710,250 \nOther Income\n   \n9,432,802   \n824,779   \n690,193   \n286,444   \n11,234,218 \nInterest Expense\n   \n(3,644,118)   \n(722,626)   (1,450,447)   \n(41,522)   \n(5,858,713) \nOther Expenses\n   (11,089,520)   \n(2,132,320)   (1,303,902)   \n(255,459)   (14,781,201) \nNet Realized and Unrealized Gain from Investments\n   \n7,807,056   \n2,146,281   (1,330,895)   \n483,946   \n9,106,388 \n  \nNet Income\n  $\n5,423,335  $\n2,129,030  $ 2,369,099  $\n489,478  $\n10,410,942 \n  \n \n181\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe summarized financial information of Blackstone’s equity method investments for December 31, 2021 are as follows:\n \n \n  \nDecember 31, 2021 and the Year Then Ended\n \n  \nReal \nEstate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nStatement of Financial Condition\n  \n \n \n \n \nAssets\n  \n \n \n \n \nInvestments\n  $241,808,879  $175,726,829  $68,426,090  $ 39,691,668  $ 525,653,466 \nOther Assets\n   \n13,463,009   \n5,776,462   \n5,412,041   \n3,020,159   \n27,671,671 \n  \nTotal Assets\n  $255,271,888  $181,503,291  $73,838,131  $ 42,711,827  $ 553,325,137 \n  \nLiabilities and Equity\n    \n    \n    \n    \n    \n \nDebt\n  $ 76,760,932  $ 20,434,354  $30,792,984  $ 1,243,453  $ 129,231,723 \nOther Liabilities\n   \n6,999,032   \n2,153,071   \n3,159,548   \n3,084,558   \n15,396,209 \n  \nTotal Liabilities\n   \n83,759,964   \n22,587,425   33,952,532   \n4,328,011   144,627,932 \n  \nEquity\n   171,511,924   158,915,866   39,885,599   38,383,816   408,697,205 \n  \nTotal Liabilities and Equity\n  $255,271,888  $181,503,291  $73,838,131  $ 42,711,827  $ 553,325,137 \n  \nStatement of Operations\n    \n    \n    \n    \n    \n \nInterest Income\n  $\n1,422,743  $\n1,640,402  $ 2,584,486  $\n3,563  $\n5,651,194 \nOther Income\n   \n6,115,960   \n318,485   \n306,490   \n315,894   \n7,056,829 \nInterest Expense\n   \n(1,475,065)   \n(331,350)   \n(427,459)   \n(30,073)   \n(2,263,947) \nOther Expenses\n   \n(6,847,739)   \n(1,666,930)   \n(828,689)   \n(282,474)   \n(9,625,832) \nNet Realized and Unrealized Gain from Investments\n   \n31,078,396   \n43,895,781   \n3,562,579   \n4,605,235   \n83,141,991 \n  \nNet Income\n  $ 30,294,295  $ 43,856,388  $ 5,197,407  $ 4,612,145  $\n83,960,235 \n  \n \n(a) Other represents the summarized financial information of equity method investments whose results, for segment reporting purposes, have been\nallocated across more than one of Blackstone’s segments.\n \n182\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe summarized financial information of Blackstone’s equity method investments for December 31, 2020 are as follows:\n \n \n  \nDecember 31, 2020 and the Year Then Ended\n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nOther (a)\n \nTotal\nStatement of Financial Condition\n    \n    \n    \n    \n    \n    \n \nAssets\n    \n    \n    \n    \n    \n    \n \nInvestments\n  $140,317,595  $112,647,584  $25,473,283  $32,829,525  $\n11,915  $311,279,902 \nOther Assets\n   \n5,234,463   \n2,650,267   2,088,882   3,047,256   \n95,798   13,116,666 \n  \nTotal Assets\n  $145,552,058  $115,297,851  $27,562,165  $35,876,781  $\n107,713  $324,396,568 \n  \nLiabilities and Equity\n    \n    \n    \n    \n    \n    \n \nDebt\n  $ 29,962,733  $ 15,928,802  $ 7,553,301  $\n886,292  $\n—  $ 54,331,128 \nOther Liabilities\n   \n5,777,808   \n1,657,846   1,216,354   3,320,551   \n48,275   12,020,834 \n  \nTotal Liabilities\n   35,740,541   17,586,648   8,769,655   4,206,843   \n48,275   66,351,962 \n  \nEquity\n   109,811,517   97,711,203   18,792,510   31,669,938   \n59,438   258,044,606 \n  \nTotal Liabilities and Equity\n  $145,552,058  $115,297,851  $27,562,165  $35,876,781  $\n107,713  $324,396,568 \n  \nStatement of Operations\n    \n    \n    \n    \n    \n    \n \nInterest Income\n  $\n608,120  $\n1,083,534  $ 1,196,544  $\n22,157  $\n—  $\n2,910,355 \nOther Income\n   \n1,074,818   \n71,219   \n323,577   \n283,250   \n115,504   \n1,868,368 \nInterest Expense\n   \n(1,006,311)   \n(345,060)   \n(211,507)   \n(68,887)   \n—   \n(1,631,765) \nOther Expenses\n   \n(1,889,153)   \n(1,405,029)   \n(525,456)   \n(225,384)   \n(53,292)   \n(4,098,314) \nNet Realized and Unrealized Gain (Losses) from\nInvestments\n   \n5,150,127   \n7,638,733   (1,965,087)   2,449,079   \n—   13,272,852 \n  \nNet Income (Loss)\n  $\n3,937,601  $\n7,043,397  $ (1,181,929)  $ 2,460,215  $\n62,212  $ 12,321,496 \n  \n \n(a) Other represents the summarized financial information of equity method investments whose results, for segment reporting purposes, have been\nallocated across more than one of Blackstone’s segments.\nAccrued Performance Allocations\nAccrued Performance Allocations to Blackstone were as follows:\n \n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nAccrued Performance Allocations, December 31, 2021\n  $ 8,471,754  $ 7,550,468  $\n618,246  $\n456,405  $17,096,873 \nPerformance Allocations as a Result of Changes in Fund Fair Values\n   2,072,431   \n(71,156)   \n106,622   \n58,216   2,166,113 \nForeign Exchange Loss\n   \n(122,812)   \n—   \n—   \n—   \n(122,812) \nImpact of Consolidation\n   \n(10,393)   \n—   \n—   \n—   \n(10,393) \nFund Distributions\n   (5,076,863)   (1,441,737)   \n(154,970)   \n(95,527)   (6,769,097) \n  \nAccrued Performance Allocations, December 31, 2022\n  $ 5,334,117  $ 6,037,575  $\n569,898  $\n419,094  $12,360,684 \n  \n \n183\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nCorporate Treasury Investments\nThe portion of corporate treasury investments included in Investments represents Blackstone’s investments into primarily fixed income securities,\nmutual fund interests, and other fund interests. These strategies are managed by a combination of Blackstone personnel and third party advisors. The\nfollowing table presents the Realized and Net Change in Unrealized Gains (Losses) on these investments:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nRealized Gains (Losses)\n  \n$\n(21,511)   $\n741   \n$\n44,700 \nNet Change in Unrealized Gains (Losses)\n  \n \n(57,426)    \n39,549   \n \n(91,299) \n  \n  \n  \n \n  \n$\n(78,937)   $   40,290   \n$\n(46,599) \n  \n  \n  \nOther Investments\nOther Investments consist of equity method investments where Blackstone has elected the fair value option and other proprietary investment securities\nheld by Blackstone, including equity securities carried at fair value, equity investments without readily determinable fair values, and subordinated notes in\nnon-consolidated CLO vehicles. Equity securities carried at fair value include the ownership of common stock of Corebridge Financial, Inc., formerly known\nas American International Group, Inc.’s Life and Retirement business (“Corebridge”). Such common stock is subject to certain phased lock-up restrictions\nthat expire over time through five years after the initial public offering (“IPO”) of Corebridge. Equity investments without a readily determinable fair value had\na carrying value of $375.5 million as of December 31, 2022. In the period of acquisition and upon remeasurement in connection with an observable\ntransaction, such investments are reported at fair value. See Note 8. “Fair Value Measurements of Financial Instruments” for additional detail. Upward\nadjustments related to investments held as of December 31, 2022 were $ 6.4 million during the year ended December 31, 2022, and $ 240.2 million on a\ncumulative basis since the inception of the investments. The following table presents Blackstone’s Realized and Net Change in Unrealized Gains (Losses)\nin Other Investments:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nRealized Gains\n  \n$\n203,327   $ 163,199   \n$\n19,573 \nNet Change in Unrealized Gains (Losses)\n  \n (1,128,244)    \n340,867   \n \n(2,647) \n  \n  \n  \n \n  \n$\n(924,917)   $ 504,066   \n$\n 16,926 \n  \n  \n  \n \n184\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n5.    Net Asset Value as Fair Value\nA summary of fair value by strategy type and ability to redeem such investments as of December 31, 2022 is presented below:\n \nStrategy (a)\n  \nFair Value   \nRedemption\nFrequency\n(if currently eligible)  \nRedemption\nNotice Period\nEquity\n  \n$ 454,212   \n(b)\n  \n(b)\nTotal Real Estate\n  \n \n120,632   \n(c)\n  \n(c)\nCredit Driven\n  \n \n26,752   \n(d)\n  \n(d)\nCommodities\n  \n \n1,080   \n(e)\n  \n(e)\nDiversified Instruments\n  \n \n17   \n(f)\n  \n(f)\n  \n  \n  \n \n  \n$ 602,693   \n \n  \n \n  \n  \n  \n \n(a) As of December 31, 2022, Blackstone had no unfunded commitments.\n(b) The Equity category includes investments in hedge funds that invest primarily in domestic and international equity securities. Investment representing\n23% of the fair value of the investments in this category may not be redeemed at, or within three months of, the reporting date. Investments\nrepresenting 76% of the fair value of the investments in this category are redeemable as of the reporting date.  Investments representing less than 1%\nof the fair value of the investments in this category are in liquidation. As of the reporting date, the investee fund manager had elected to side pocket\nless than 1% of Blackstone’s investments in the category.\n(c)\nThe Real Estate category includes investments in funds that primarily invest in real estate assets. Investments representing 100% of fair value of the\ninvestments in this category are redeemable as of the reporting date.\n(d) The Credit Driven category includes investments in hedge funds that invest primarily in domestic and international bonds. Investments representing\n82% of the fair value of the investments in this category are in liquidation. The remaining 18% of investments in this category may not be redeemed at,\nor within three months of, the reporting date.\n(e) The Commodities category includes investments in commodities-focused funds that primarily invest in futures and physical-based commodity driven\nstrategies. Investments representing 100% of the fair value of the investments in this category may not be redeemed at, or within three months of, the\nreporting date.\n(f)\nDiversified Instruments include investments in funds that invest across multiple strategies. Investments representing 100% of the fair value of the\ninvestments in this category may not be redeemed at, or within three months of, the reporting date.\n6.    Derivative Financial Instruments\nBlackstone and the consolidated Blackstone Funds enter into derivative contracts in the normal course of business to achieve certain risk management\nobjectives and for general investment and business purposes. Blackstone may enter into derivative contracts in order to hedge its interest rate risk exposure\nagainst the effects of interest rate changes. Additionally, Blackstone may also enter into derivative contracts in order to hedge its foreign currency risk\nexposure against the effects of a portion of its non-U.S. dollar denominated currency net investments. As a result of the use of derivative contracts,\nBlackstone and the consolidated Blackstone Funds are exposed to the risk that counterparties will fail to fulfill their contractual obligations. To mitigate such\ncounterparty risk, Blackstone and the consolidated Blackstone Funds enter into contracts with certain major financial institutions, all of which have\ninvestment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments.\n \n185\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nFreestanding Derivatives\nFreestanding derivatives are instruments that Blackstone and certain of the consolidated Blackstone Funds have entered into as part of their overall\nrisk management and investment strategies. These derivative contracts are not designated as hedging instruments for accounting purposes. Such contracts\nmay include interest rate swaps, foreign exchange contracts, equity swaps, options, futures and other derivative contracts.\nThe table below summarizes the aggregate notional amount and fair value of the derivative financial instruments. The notional amount represents the\nabsolute value amount of all outstanding derivative contracts.\n \n \n \nDecember 31, 2022\n \nDecember 31, 2021\n \n \nAssets\n \nLiabilities\n \nAssets\n \nLiabilities\n \n \nNotional\n \nFair\nValue\n \nNotional\n \nFair\nValue\n \nNotional\n \nFair\nValue\n \nNotional\n \nFair\nValue\nFreestanding Derivatives\n   \n    \n    \n    \n    \n    \n    \n    \n \nBlackstone\n   \n    \n    \n    \n    \n    \n    \n    \n \nInterest Rate Contracts\n $\n789,540  $\n188,043  $\n621,700  $\n83,331  $\n609,132  $\n143,349  $\n692,442  $\n138,677 \nForeign Currency Contracts\n  \n541,238   \n8,040   \n190,774   \n3,542   \n217,161   \n1,858   \n572,643   \n6,143 \nCredit Default Swaps\n  \n2,007   \n384   \n8,768   \n1,309   \n2,007   \n194   \n9,916   \n1,055 \nTotal Return Swaps\n  \n42,233   \n6,210   \n—   \n—   \n—   \n—   \n—   \n— \nEquity Options\n  \n—   \n—   \n996,592   \n48,581   \n—   \n—   \n—   \n— \n \n  \n1,375,018   \n202,677   \n1,817,834   \n136,763   \n828,300   \n145,401   \n1,275,001   \n145,875 \nInvestments of\n   \n    \n    \n    \n    \n    \n    \n    \n \nConsolidated Blackstone Funds\n   \n    \n    \n    \n    \n    \n    \n    \n \nInterest Rate Contracts\n  \n931,752   \n74,926   \n—   \n—   \n—   \n—   \n14,000   \n764 \nForeign Currency Contracts\n  \n—   \n—   \n5,133   \n284   \n20,764   \n339   \n54,300   \n370 \nCredit Default Swaps\n  \n—   \n—   \n—   \n—   \n3,401   \n321   \n22,865   \n799 \n \n  \n931,752   \n74,926   \n5,133   \n284   \n24,165   \n660   \n91,165   \n1,933 \n \n $\n2,306,770  $\n277,603  $\n1,822,967  $\n137,047  $\n852,465  $\n146,061  $\n1,366,166  $\n147,808 \n \n186\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe table below summarizes the impact to the Consolidated Statements of Operations from derivative financial instruments:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nFreestanding Derivatives\n    \n    \n    \n \nRealized Gains (Losses)\n    \n    \n    \n \nInterest Rate Contracts\n  $\n15,319  $\n1,727  $\n(7,643) \nForeign Currency Contracts\n   \n(8,520)   \n(1,152)   \n1,105 \nCredit Default Swaps\n   \n(231)   \n(1,488)   \n(109) \nTotal Return Swaps\n   \n1,654   \n(1,254)   \n(1,875) \nOther\n   \n—   \n(40)   \n14 \n  \n \n   \n8,222   \n(2,207)   \n(8,508) \n  \nNet Change in Unrealized Gains (Losses)\n    \n    \n    \n \nInterest Rate Contracts\n   \n167,706   \n89,702   \n(117,145) \nForeign Currency Contracts\n   \n9,666   \n608   \n1,231 \nCredit Default Swaps\n   \n73   \n1,112   \n(1,777) \nTotal Return Swaps\n   \n5,290   \n2,130   \n(1,683) \nEquity Options\n   \n48,581   \n—   \n— \nOther\n   \n—   \n(20)   \n57 \n  \n \n   \n231,316   \n93,532   \n(119,317) \n  \n \n  $\n239,538  $\n91,325  $\n(127,825) \n  \nAs of December 31, 2022, 2021 and 2020, Blackstone had not designated any derivatives as fair value, cash flow or net investment hedges.\n7.    Fair Value Option\nThe following table summarizes the financial instruments for which the fair value option has been elected:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nAssets\n    \n     \n \nLoans and Receivables\n  $\n315,039   $\n392,732 \nEquity and Preferred Securities\n   1,868,192    \n516,539 \nDebt Securities\n   \n24,784    \n183,877 \n  \n  \n \n  $ 2,208,015   $ 1,093,148 \n  \n  \nLiabilities\n    \n     \n \nCorporate Treasury Commitments\n  $\n8,144   $\n636 \n  \n  \n \n187\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table presents the Realized and Net Change in Unrealized Gains (Losses) on financial instruments on which the fair value option was\nelected:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\n \n   \n \nNet Change\n \n \n \nNet Change\n \n \n \nNet Change\n \n  \nRealized\n \nin Unrealized  \nRealized\n \nin Unrealized  \nRealized\n \nin Unrealized\n \n  \nGains\n \nGains\n \nGains\n \nGains\n \nGains\n \nGains\n \n  \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\nAssets\n    \n    \n    \n    \n    \n    \n \nLoans and Receivables\n  $\n(10,733)  $\n(464)  $\n(11,661)  $\n3,481  $\n(10,314)  $\n(2,011) \nEquity and Preferred Securities\n   \n22,285   \n(91,338)   \n42,791   \n53,157   \n(342)   \n(67,869) \nDebt Securities\n   \n(22,240)   \n(19,490)   \n14,399   \n(14,210)   \n(22,783)   \n29,143 \nAssets of Consolidated CLO Vehicles (a)\n    \n    \n    \n    \n    \n    \n \nCorporate Loans\n   \n—   \n—   \n—   \n—   \n(96,194)   \n(226,542) \nOther\n   \n—   \n—   \n—   \n—   \n—   \n(325) \n  \n \n  $\n(10,688)  $\n(111,292)  $\n45,529  $\n42,428  $\n(129,633)  $\n(267,604) \n  \nLiabilities\n    \n    \n    \n    \n    \n    \n \nLiabilities of Consolidated CLO Vehicles (a)\n    \n    \n    \n    \n    \n    \n \nSenior Secured Notes\n  $\n—  $\n—  $\n—  $\n—  $\n—  $\n199,445 \nSubordinated Notes\n   \n—   \n—   \n—   \n—   \n—   \n30,046 \nCorporate Treasury Commitments\n   \n—   \n(7,508)   \n—   \n(383)   \n—   \n(244) \n  \n \n  $\n—  $\n(7,508)  $\n—  $\n(383)  $\n—  $\n229,247 \n  \n \n(a) During the year ended December 31, 2020, Blackstone deconsolidated nine CLO vehicles.\nThe following table presents information for those financial instruments for which the fair value option was elected:\n \n \n  \nDecember 31, 2022\n  \nDecember 31, 2021\n \n  \n \n \nFor Financial Assets\n  \n \n \nFor Financial Assets\n \n  \n \n \nPast Due (a)\n  \n \n \nPast Due (a)\n \n  \nExcess\n \n \n  \nExcess\n  \nExcess\n \n \n  \nExcess\n \n  \n(Deficiency)  \n \n  \n(Deficiency)   \n(Deficiency)  \n \n  \n(Deficiency)\n \n  \nof Fair Value  \nFair\n  \nof Fair Value   \nof Fair Value  \nFair\n  \nof Fair Value\n \n  \nOver Principal  \nValue\n  \nOver Principal  \nOver Principal  \nValue\n  \nOver Principal\nLoans and Receivables\n  \n$\n(2,861)  \n$\n—   \n$\n—   \n$\n(2,748)  \n$\n—   \n$\n— \nDebt Securities\n  \n \n(48,670)  \n \n—   \n \n—   \n \n(29,475)  \n \n—   \n \n— \n  \n  \n  \n  \n \n  \n$\n(51,531)  \n$\n—   \n$\n—   \n$\n(32,223)  \n$\n—   \n$\n— \n  \n  \n  \n  \nAs of December 31, 2022 and 2021, no Loans and Receivables for which the fair value option was elected were past due or in non-accrual status.\n \n188\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n8.    Fair Value Measurements of Financial Instruments\nThe following tables summarize the valuation of Blackstone’s financial assets and liabilities by the fair value hierarchy:\n \n \n  \nDecember 31, 2022\n \n  \nLevel I\n  \nLevel II\n  \nLevel III\n  \nNAV\n  \nTotal\nAssets\n    \n     \n     \n     \n     \n \nCash and Cash Equivalents\n  $ 1,134,733   $\n—   $\n—   $\n—   $ 1,134,733 \n  \n  \n  \n  \n  \nInvestments\n    \n     \n     \n     \n     \n \nInvestments of Consolidated Blackstone Funds\n    \n     \n     \n     \n     \n \nEquity Securities, Partnerships and LLC Interests (a)\n   \n12,024    \n149,689    4,195,859    \n596,708    4,954,280 \nDebt Instruments\n   \n—    \n53,787    \n53,973    \n—    \n107,760 \nFreestanding Derivatives\n   \n—    \n74,926    \n—    \n—    \n74,926 \n  \n  \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n   \n12,024    \n278,402    4,249,832    \n596,708    5,136,966 \nCorporate Treasury Investments\n   \n116,266    \n931,406    \n5,868    \n—    1,053,540 \nOther Investments (b)\n   1,473,611    1,597,696    \n51,155    \n5,985    3,128,447 \n  \n  \n  \n  \n  \nTotal Investments\n   1,601,901    2,807,504    4,306,855    \n602,693    9,318,953 \n  \n  \n  \n  \n  \nAccounts Receivable — Loans and Receivables\n   \n—    \n—    \n315,039    \n—    \n315,039 \n  \n  \n  \n  \n  \nOther Assets — Freestanding Derivatives\n   \n279    \n196,188    \n6,210    \n—    \n202,677 \n  \n  \n  \n  \n  \n \n  $ 2,736,913   $ 3,003,692   $ 4,628,104   $\n602,693   $10,971,402 \n  \n  \n  \n  \n  \nLiabilities\n    \n     \n     \n     \n     \n \nSecurities Sold, Not Yet Purchased\n  $\n3,825   $\n—   $\n—   $\n—   $\n3,825 \n  \n  \n  \n  \n  \nAccounts Payable, Accrued Expenses and Other Liabilities\n    \n     \n     \n     \n     \n \nConsolidated Blackstone Funds — Freestanding Derivatives\n   \n—    \n284    \n—    \n—    \n284 \nFreestanding Derivatives (c)\n   \n21    \n88,161    \n48,581    \n—    \n136,763 \nCorporate Treasury Commitments (d)\n   \n—    \n—    \n8,144    \n—    \n8,144 \n  \n  \n  \n  \n  \nTotal Accounts Payable, Accrued Expenses and Other Liabilities\n   \n21    \n88,445    \n56,725    \n—    \n145,191 \n  \n  \n  \n  \n  \n \n  $\n3,846   $\n88,445   $\n56,725   $\n—   $\n149,016 \n  \n  \n  \n  \n  \n \n189\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31, 2021\n \n  \nLevel I\n  \nLevel II\n  \nLevel III\n  \nNAV\n  \nTotal\nAssets\n    \n     \n     \n     \n     \n \nCash and Cash Equivalents\n  $\n173,408   $\n—   $\n—   $\n—   $\n173,408 \n  \n  \n  \n  \n  \nInvestments\n    \n     \n     \n     \n     \n \nInvestments of Consolidated Blackstone Funds\n    \n     \n     \n     \n     \n \nInvestment Funds\n   \n—    \n—    \n—    \n18,365    \n18,365 \nEquity Securities, Partnerships and LLC Interests (a)\n   \n70,484    \n122,068    1,170,362    \n363,902    1,726,816 \nDebt Instruments\n   \n642    \n242,393    \n29,953    \n—    \n272,988 \nFreestanding Derivatives\n   \n—    \n660    \n—    \n—    \n660 \n  \n  \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n   \n71,126    \n365,121    1,200,315    \n382,267    2,018,829 \nCorporate Treasury Investments\n   \n86,877    \n570,712    \n477    \n—    \n658,066 \nOther Investments (b)\n   \n478,892    \n210,752    2,518,032    \n4,845    3,212,521 \n  \n  \n  \n  \n  \nTotal Investments\n   \n636,895    1,146,585    3,718,824    \n387,112    5,889,416 \n  \n  \n  \n  \n  \nAccounts Receivable — Loans and Receivables\n   \n—    \n—    \n392,732    \n—    \n392,732 \n  \n  \n  \n  \n  \nOther Assets — Freestanding Derivatives\n   \n113    \n145,288    \n—    \n—    \n145,401 \n  \n  \n  \n  \n  \n \n  $\n810,416   $ 1,291,873   $ 4,111,556   $\n387,112   $ 6,600,957 \n  \n  \n  \n  \n  \nLiabilities\n    \n     \n     \n     \n     \n \nSecurities Sold, Not Yet Purchased\n  $\n4,292   $\n23,557   $\n—   $\n—   $\n27,849 \n  \n  \n  \n  \n  \nAccounts Payable, Accrued Expenses and Other Liabilities\n    \n     \n     \n     \n     \n \nConsolidated Blackstone Funds — Freestanding Derivatives\n   \n—    \n1,933    \n—    \n—    \n1,933 \nFreestanding Derivatives\n   \n323    \n145,552    \n—    \n—    \n145,875 \nCorporate Treasury Commitments (d)\n   \n—    \n—    \n636    \n—    \n636 \n  \n  \n  \n  \n  \nTotal Accounts Payable, Accrued Expenses and Other Liabilities\n   \n323    \n147,485    \n636    \n—    \n148,444 \n  \n  \n  \n  \n  \n \n  $\n4,615   $\n171,042   $\n636   $\n—   $\n176,293 \n  \n  \n  \n  \n  \n \nLLC Limited Liability Company.\n(a) Equity Securities, Partnership and LLC Interest includes investments in investment funds. Prior period amounts have been reclassified to this\npresentation.\n(b) Other Investments includes Blackstone’s ownership of common stock of Corebridge. Following Corebridge’s IPO in September 2022, a quoted price for\nCorebridge’s common shares exists and as such the investment will be measured at fair value on a recurring basis as a Level I investment.\nBlackstone’s investment in Corebridge was previously valued as a Level III investment on a nonrecurring basis using the measurement alternative. See\nNote 4. “Investments — Other Investments” for additional details.\n(c)\nLevel III freestanding derivatives are valued using an option pricing model where the significant inputs include the expected return and expected\nvolatility.\n(d) Corporate Treasury Commitments are measured using third party pricing.\n \n190\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of\nDecember 31, 2022:\n \n \n \n \n  \n \n  \n \n  \n \n \n \n \nImpact to\n \n \n \n  \n \n  \n \n  \n \n \n \n \nValuation\n \n \n \n  \n \n  \n \n  \n \n \n \n \nfrom an\n \n \n \n  \nValuation\n  \nUnobservable\n  \n \n \nWeighted-  \nIncrease\n \n \nFair Value\n  \nTechniques\n  \nInputs\n  \nRanges\n \nAverage (a)  \nin Input\nFinancial Assets\n \n  \n   \n \n  \n \n  \n \n \n \n \n \nInvestments of Consolidated Blackstone Funds\n \n  \n   \n \n  \n \n  \n \n \n \n \n \nEquity Securities, Partnership and LLC Interests\n \n$\n4,195,859   \nDiscounted Cash Flows  \nDiscount Rate\n  \n4.1% - 34.5% \n8.8%\n \nLower\n \n \n  \n   \n \n  \nExit Multiple - EBITDA   \n4.0x - 30.6x  \n14.7x\n \nHigher\n \n \n  \n   \n \n  \nExit Capitalization Rate  \n2.6% - 14.4% \n4.7%\n \nLower\n \n \n  \n   \nTransaction Price\n  \nn/a\n  \n \n \n \n \n \nDebt Instruments\n \n \n53,973   \nTransaction Price\n  \nn/a\n  \n \n \n \n \n \n  \n   \nThird Party Pricing\n  \nn/a\n  \n \n \n \n \n \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n \n \n4,249,832   \n \n  \n \n  \n \n \n \n \n \nCorporate Treasury Investments\n \n \n5,868   \nThird Party Pricing\n  \nn/a\n  \n \n \n \nLoans and Receivables\n \n \n315,039   \nDiscounted Cash Flows  \nDiscount Rate\n  \n7.6% - 11.5% \n9.8%\n \nLower\nOther Investments (b)\n \n \n57,365   \nTransaction Price\n  \nn/a\n  \n \n \n \n \n \n  \n   \nThird Party Pricing\n  \nn/a\n  \n \n \n \n  \n  \n  \n \n \n$\n4,628,104   \n \n  \n \n  \n \n \n \n \n \n  \n  \n  \n \n191\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of\nDecember 31, 2021:\n \n \n \n \n  \n \n  \n \n  \n \n \n \n \nImpact to\n \n \n \n  \n \n  \n \n  \n \n \n \n \nValuation\n \n \n \n  \n \n  \n \n  \n \n \n \n \nfrom an\n \n \n \n  \nValuation\n  \nUnobservable\n  \n \n \nWeighted-  \nIncrease\n \n \nFair Value\n  \nTechniques\n  \nInputs\n  \nRanges\n \nAverage (a)  \nin Input\nFinancial Assets\n \n  \n   \n  \n   \n  \n   \n \n \n \n \n \nInvestments of Consolidated Blackstone Funds\n \n  \n   \n  \n   \n  \n   \n \n \n \n \n \nEquity Securities, Partnership and LLC Interests\n \n$\n1,170,362   \n Discounted Cash Flows   \n Discount Rate\n   \n1.3% - 43.3% \n10.4%\n \nLower\n \n \n  \n   \n  \n   \n Exit Multiple - EBITDA    \n3.7x - 31.4x  \n14.7x\n \nHigher\n \n \n  \n   \n  \n   \n Exit Capitalization Rate   \n1.3% - 17.3% \n4.9%\n \nLower\nDebt Instruments\n \n \n29,953   \n Discounted Cash Flows   \n Discount Rate\n   \n6.5% - 19.3% \n9.0%\n \nLower\n \n \n  \n   \n Third Party Pricing\n   \n n/a\n   \n \n \n \n \n \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n \n \n1,200,315   \n  \n   \n  \n   \n \n \n \n \n \nCorporate Treasury Investments\n \n \n477   \n Discounted Cash Flows   \n Discount Rate\n   \n9.4%\n \nn/a\n \nLower\n \n \n  \n   \n Third Party Pricing\n   \n n/a\n   \n \n \n \n \n \nLoans and Receivables\n \n \n392,732   \n Discounted Cash Flows   \n Discount Rate\n   \n6.5% - 12.2% \n7.6%\n \nLower\nOther Investments\n \n \n2,518,032   \n Third Party Pricing\n   \n n/a\n   \n \n \n \n \n \n \n \n  \n   \n Transaction Price\n   \n n/a\n   \n \n \n \n \n \n  \n  \n  \n \n \n$\n4,111,556   \n  \n   \n  \n   \n \n \n \n \n \n  \n  \n  \n \nn/a\n Not applicable.\nEBITDA\n Earnings before interest, taxes, depreciation and amortization.\nExit Multiple\n Ranges include the last twelve months EBITDA and forward EBITDA multiples.\nThird Party Pricing\n \nThird Party Pricing is generally determined on the basis of unadjusted prices between market participants provided by reputable\ndealers or pricing services.\nTransaction Price\n Includes recent acquisitions or transactions.\n(a)\n Unobservable inputs were weighted based on the fair value of the investments included in the range.\n(b)\n As of December 31, 2022, Other Investments includes Level III Freestanding Derivatives.\nDuring the year ended December 31, 2022, there have been no changes in valuation techniques within Level II and Level III that have had a material\nimpact on the valuation of financial instruments.\nThe following tables summarize the changes in financial assets and liabilities measured at fair value for which Blackstone has used Level III inputs to\ndetermine fair value and does not include gains or losses that were reported in Level III in prior years or for instruments that were transferred out of Level III\nprior to the end of the respective reporting period. These tables also exclude financial assets and liabilities measured at fair value on a non-recurring basis.\nTotal realized and unrealized gains and losses recorded for Level III investments are reported in either Investment Income (Loss) or Net Gains from Fund\nInvestment Activities in the Consolidated Statements of Operations.\n \n192\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nLevel III Financial Assets at Fair Value\n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n  \nInvestments of\nConsolidated\nFunds\n \nLoans\nand\nReceivables  \nOther\nInvestments (a) \nTotal\n \nInvestments of\nConsolidated\nFunds\n \nLoans\nand\nReceivables  \nOther\nInvestments (a) \nTotal\n  \nBalance, Beginning of Period\n  $\n1,200,315  $\n392,732  $\n43,987  $\n1,637,034  $\n858,310  $\n581,079  $\n46,158  $\n1,485,547 \nTransfer In Due to Consolidation and\nAcquisition\n   \n2,985,171   \n—   \n—   \n2,985,171   \n—   \n—   \n—   \n— \nTransfer In to Level III (b)\n   \n2,040   \n—   \n2,517   \n4,557   \n8,254   \n—   \n14,162   \n22,416 \nTransfer Out of Level III (b)\n   \n(76,621)   \n—   \n(19,597)   \n(96,218)   \n(111,952)   \n—   \n(16,388)   \n(128,340) \nPurchases\n   \n636,338   \n805,375   \n14,524   \n1,456,237   \n381,826   \n955,236   \n225,297   \n1,562,359 \nSales\n   \n(428,379)   \n(882,668)   \n(3,797)   \n(1,314,844)   \n(292,843)   \n(1,132,405)   \n(226,866)   \n(1,652,114) \nIssuances\n   \n—   \n39,514   \n—   \n39,514   \n—   \n58,221   \n—   \n58,221 \nSettlements\n   \n—   \n(55,308)   \n(4,433)   \n(59,741)   \n—   \n(85,444)   \n—   \n(85,444) \nChanges in Gains (Losses) Included in\nEarnings\n   \n(69,032)   \n15,394   \n(2,230)   \n(55,868)   \n356,720   \n16,045   \n1,624   \n374,389 \n  \nBalance, End of Period\n  $\n4,249,832  $\n315,039  $\n30,971  $\n4,595,842  $\n1,200,315  $\n392,732  $\n43,987  $\n1,637,034 \n  \nChanges in Unrealized Gains (Losses)\nIncluded in Earnings Related to Financial\nAssets Still Held at the Reporting Date\n  $\n(136,037)  $\n(13,384)  $\n(11,271)  $\n(160,692)  $\n298,740  $\n(9,005)  $\n1,412  $\n291,147 \n  \n \n(a) Represents corporate treasury investments and Other Investments.\n(b) Transfers in and out of Level III financial assets and liabilities were due to changes in the observability of inputs used in the valuation of such assets\nand liabilities.\n9. Variable Interest Entities\nPursuant to GAAP consolidation guidance, Blackstone consolidates certain VIEs for which it is the primary beneficiary either directly or indirectly,\nthrough a consolidated entity or affiliate. VIEs include certain private equity, real estate, credit-focused or funds of hedge funds entities and CLO vehicles.\nThe purpose of such VIEs is to provide strategy specific investment opportunities for investors in exchange for management and performance-based fees.\nThe investment strategies of the Blackstone Funds differ by product; however, the fundamental risks of the Blackstone Funds are similar, including loss of\ninvested capital and loss of management fees and performance-based fees. In Blackstone’s role as general partner, collateral manager or investment\nadviser, it generally considers itself the sponsor of the applicable Blackstone Fund. Blackstone does not provide performance guarantees and has no other\nfinancial obligation to provide funding to consolidated VIEs other than its own capital commitments.\nThe assets of consolidated variable interest entities may only be used to settle obligations of these entities. In addition, there is no recourse to\nBlackstone for the consolidated VIEs’ liabilities.\n \n193\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone holds variable interests in certain VIEs which are not consolidated as it is determined that Blackstone is not the primary beneficiary.\nBlackstone’s involvement with such entities is in the form of direct and indirect equity interests and fee arrangements. The maximum exposure to loss\nrepresents the loss of assets recognized by Blackstone relating to non-consolidated VIEs and any clawback obligation relating to previously distributed\nPerformance Allocations. Blackstone’s maximum exposure to loss relating to non-consolidated VIEs were as follows:\n \n \n  \nDecember 31,\n2022\n  \nDecember 31,\n2021\nInvestments\n  \n$3,326,669   \n$3,337,757 \nDue from Affiliates\n  \n \n189,240   \n \n179,939 \nPotential Clawback Obligation\n  \n \n384,926   \n \n44,327 \n  \n  \nMaximum Exposure to Loss\n  \n$3,900,835   \n$3,562,023 \n  \n  \nAmounts Due to Non-Consolidated VIEs\n  \n$\n6   \n$\n105 \n  \n  \n \n10. Repurchase Agreements\nAt December 31, 2022 and 2021, Blackstone pledged securities with a carrying value of $ 89.9 million and $63.0 million, respectively, and cash to\ncollateralize its repurchase agreements. Such securities can be repledged, delivered or otherwise used by the counterparty.\nThe following tables provide information regarding Blackstone’s Repurchase Agreements obligation by type of collateral pledged:\n \n \n  \nDecember 31, 2022\n \n  \nRemaining Contractual Maturity of the Agreements\n \n  Overnight and  \nUp to\n  \n30 - 90\n  Greater than   \n \n  \nContinuous   \n30 Days\n  \nDays\n  \n90 days\n  \nTotal\nRepurchase Agreements\n    \n     \n     \n     \n     \n \nAsset-Backed Securities\n  $\n—   $\n—   $\n—   $\n—   $\n— \nLoans\n   \n—    \n70,776    \n—    \n19,168    \n89,944 \n  \n  \n  \n  \n  \n \n  $\n—   $\n70,776   $\n—   $\n19,168   $\n89,944 \n  \n  \n  \n  \n  \nGross Amount of Recognized Liabilities for Repurchase Agreements in Note 12. “Offsetting of Assets and Liabilities”\n   $\n89,944 \n  \n  \n  \nAmounts Related to Agreements Not Included in Offsetting Disclosure in Note 12. “Offsetting of Assets and Liabilities”\n   $\n— \n  \n  \n  \n \n  \nDecember 31, 2021\n \n  \nRemaining Contractual Maturity of the Agreements\n \n  Overnight and  \nUp to\n  \n30 - 90\n  Greater than    \n \n  \nContinuous   \n30 Days\n  \nDays\n  \n90 days\n  \nTotal\nRepurchase Agreements\n  \n  \n  \n  \n  \nAsset-Backed Securities\n  $\n—   $\n15,980   $\n—   $\n—   $\n15,980 \nLoans\n   \n—    \n—    \n42,000    \n—    \n42,000 \n  $ \n—   $\n15,980   $ \n42,000   $ \n—   $ \n57,980 \n  \n  \n  \n  \n  \nGross Amount of Recognized Liabilities for Repurchase Agreements in Note 12. “Offsetting of Assets and Liabilities”\n   $\n57,980 \n  \n  \n  \nAmounts Related to Agreements Not Included in Offsetting Disclosure in Note 12. “Offsetting of Assets and Liabilities”\n   $\n— \n  \n  \n  \n \n194\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n11. Other Assets\nOther Assets consists of the following:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nFurniture, Equipment and Leasehold Improvements\n  \n$ 748,334   \n$ 523,452 \nLess: Accumulated Depreciation\n  \n (336,621)   \n (278,844) \n  \n  \nFurniture, Equipment and Leasehold Improvements, Net\n  \n \n411,713   \n \n244,608 \nPrepaid Expenses\n  \n \n165,079   \n \n92,359 \nFreestanding Derivatives\n  \n \n202,677   \n \n145,401 \nOther\n  \n \n20,989   \n \n10,568 \n  \n  \n \n  \n$ 800,458   \n$ 492,936 \n  \n  \nDepreciation expense of $69.2 million, $52.2 million and $35.1 million related to furniture, equipment and leasehold improvements for the years ended\nDecember 31, 2022, 2021 and 2020, respectively, is included in General, Administrative and Other in the Consolidated Statements of Operations.\n \n12. Offsetting of Assets and Liabilities\nThe following tables present the offsetting of assets and liabilities as of December 31, 2022 and 2021:\n \n \n  \nDecember 31, 2022\n \n  \nGross and Net\nAmounts of Assets\nPresented in the\nStatement of\nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n   \n \n  \nFinancial \nInstruments (a)\n  \nCash Collateral \nReceived\n  \nNet \nAmount\nAssets\n    \n     \n     \n     \n \nFreestanding Derivatives\n  $\n277,603   $\n165,897   $\n96,436   $\n15,270 \n  \n  \n  \n  \n\n\n \n  \nDecember 31, 2022\n \n  \nGross and Net \nAmounts of Liabilities \nPresented in the \nStatement of \nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n  \nNet\nAmount\n  \nFinancial\nInstruments (a)\n  \nCash Collateral \nPledged\nLiabilities\n    \n     \n     \n     \n \nFreestanding Derivatives\n  $\n88,182   $\n85,366   $\n1,345   $\n1,471 \nRepurchase Agreements\n   \n89,944    \n89,944    \n—    \n— \n  \n  \n  \n  \n \n  $\n178,126   $\n175,310   $\n1,345   $\n1,471 \n  \n  \n  \n  \n \n195\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n \n  \nDecember 31, 2021\n \n  \nGross and Net \nAmounts of Assets \nPresented in the \nStatement of\nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n  \nNet\nAmount\n \n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nReceived\nAssets\n    \n     \n     \n     \n \nFreestanding Derivatives\n  $\n146,061   $\n137,265   $\n41   $\n8,755 \n  \n  \n  \n  \n \n  \nDecember 31, 2021\n \n  \nGross and Net \nAmounts of Liabilities \nPresented in the \nStatement of \nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n  \nNet\nAmount\n \n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nPledged\nLiabilities\n    \n     \n     \n     \n \nFreestanding Derivatives\n  $\n147,666   $\n118,552   $\n1,347   $\n27,767 \nRepurchase Agreements\n   \n57,980    \n57,980    \n—    \n— \n  \n  \n  \n  \n \n  $\n205,646   $\n176,532   $\n1,347   $\n27,767 \n  \n  \n  \n  \n \n(a) Amounts presented are inclusive of both legally enforceable master netting agreements, and financial instruments received or pledged as collateral.\nFinancial instruments received or pledged as collateral offset derivative counterparty risk exposure, but do not reduce net balance sheet exposure.\nRepurchase Agreements are presented separately in the Consolidated Statements of Financial Condition. Freestanding Derivative assets are included\nin Other Assets in the Consolidated Statements of Financial Condition. See Note 11. “Other Assets” for the components of Other Assets.\nFreestanding Derivative liabilities are included in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of\nFinancial Condition.\nNotional Pooling Arrangements\nBlackstone has notional cash pooling arrangements with financial institutions for cash management purposes. These arrangements allow for cash\nwithdrawals based upon aggregate cash balances on deposit at the same financial institution. Cash withdrawals cannot exceed aggregate cash balances on\ndeposit. The net balance of cash on deposit and overdrafts is used as a basis for calculating net interest expense or income. As of December 31, 2022, the\naggregate cash balance on deposit relating to the cash pooling arrangements was $805.3 million, which was offset and reported net of the accompanying\noverdraft of $805.2 million.\n \n13. Borrowings\nOn January 10, 2022, Blackstone through its indirect subsidiary Blackstone Holdings Finance Co. L.L.C. (the “Issuer”), issued $ 500 million aggregate\nprincipal amount of senior notes due March 30, 2032 (the “January 2032 Notes”) and $ 1.0 billion aggregate principal amount of senior notes due January\n30, 2052 (the “2052 Notes”). The January 2032 Notes have an interest rate of 2.550% per annum and the 2052 Notes have an interest rate of\n \n196\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n3.200% per annum, in each case accruing from January 10, 2022. Interest on the January 2032 Notes is payable semi-annually in arrears on March 30 and\nSeptember 30 of each year commencing on March 30, 2022. Interest on the 2052 Notes is payable semi-annually in arrears on January 30 and July 30 of\neach year commencing on July 30, 2022. \nOn June 1, 2022, Blackstone through the Issuer, issued € 500 million aggregate principal amount of senior notes due June 1, 2034 (the “2034 Notes”).\nThe 2034 Notes have an interest rate of 3.500% per annum accruing from June 1, 2022. Interest on the 2034 Notes is payable annually in arrears on June\n1 of each year commencing on June 1, 2023.\nOn June 3, 2022, Blackstone, through the Issuer, entered into an amended and restated $ 4.135 billion revolving credit facility (the “Credit Facility”) with\nCitibank, N.A., as administrative agent, and the lenders party thereto. The amendment and restatement, among other things, increased the amount of\navailable borrowings and extended the maturity date from November 24, 2025 to June 3, 2027.\nOn November 3, 2022, Blackstone through the Issuer, issued $ 600 million aggregate principal amount of senior notes due November 3, 2027 (the\n“2027 Notes”) and $900 million aggregate principal amount of senior notes due April 22, 2033 (the “2033 Notes”). The 2027 Notes have an interest rate of\n5.900% per annum and the 2033 Notes have an interest rate of 6.200% per annum, in each case accruing from November 3, 2022. Interest on the 2027\nNotes is payable semi-annually in arrears on May 3 and November 3 of each year commencing on May 3, 2023.  Interest on the 2033 Notes is payable\nsemi-annually in arrears on April 22 and October 22 of each year commencing on April 22, 2023.\nAll of Blackstone’s outstanding senior notes as of December 31, 2022 are unsecured and unsubordinated obligations of the Issuer that are fully and\nunconditionally guaranteed by Blackstone Inc. and its indirect subsidiaries, Blackstone Holdings I L.P., Blackstone Holdings AI L.P., Blackstone\nHoldings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P. (the “Guarantors”). The guarantees are unsecured and unsubordinated\nobligations of the Guarantors. Transaction costs related to senior note issuances have been capitalized and are amortized over the life of each respective\nnote.\n \n197\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone borrows and enters into credit agreements for its general operating and investment purposes and certain Blackstone Funds borrow to meet\nfinancing needs of their operating and investing activities. Borrowing facilities have been established for the benefit of selected Blackstone Funds. When a\nBlackstone Fund borrows from the facility in which it participates, the proceeds from the borrowing are strictly limited for its intended use by the borrowing\nfund and not available for other Blackstone purposes. Blackstone’s credit facilities consist of the following:\n \n \n  \nDecember 31,\n \n  \n2022\n \n2021\n \n  \nCredit\nAvailable\n  \nBorrowing\nOutstanding   \nEffective\nInterest\nRate\n \nCredit\nAvailable\n  \nBorrowing\nOutstanding   \nEffective\nInterest\nRate\nRevolving Credit Facility (a)\n  $ 4,135,000   $\n—    \n- \n $ 2,000,000   $\n250,000    \n0.86% \nBlackstone Issued Senior Notes (b)\n    \n     \n     \n \n   \n     \n     \n \n4.750%, Due 2/15/2023\n   \n400,000    \n400,000    \n5.07%   \n400,000    \n400,000    \n5.08% \n2.000%, Due 5/19/2025\n   \n321,150    \n321,150    \n2.19%   \n341,100    \n341,100    \n2.11% \n1.000%, Due 10/5/2026\n   \n642,300    \n642,300    \n1.16%   \n682,200    \n682,200    \n1.13% \n3.150%, Due 10/2/2027\n   \n300,000    \n300,000    \n3.29%   \n300,000    \n300,000    \n3.30% \n5.900%, Due 11/3/2027\n   \n600,000    \n600,000    \n6.19%   \n—    \n—    \n- \n1.625%, Due 8/5/2028\n   \n650,000    \n650,000    \n1.83%   \n650,000    \n650,000    \n1.68% \n1.500%, Due 4/10/2029\n   \n642,300    \n642,300    \n1.61%   \n682,200    \n682,200    \n1.55% \n2.500%, Due 1/10/2030\n   \n500,000    \n500,000    \n2.73%   \n500,000    \n500,000    \n2.73% \n1.600%, Due 3/30/2031\n   \n500,000    \n500,000    \n1.70%   \n500,000    \n500,000    \n1.70% \n2.000%, Due 1/30/2032\n   \n800,000    \n800,000    \n2.18%   \n800,000    \n800,000    \n2.16% \n2.550%, Due 3/30/2032\n   \n500,000    \n500,000    \n2.66%   \n—    \n—    \n- \n6.200%, Due 4/22/2033\n   \n900,000    \n900,000    \n6.40%   \n—    \n—    \n- \n3.500%, Due 6/1/2034\n   \n535,250    \n535,250    \n3.79%   \n—    \n—    \n- \n6.250%, Due 8/15/2042\n   \n250,000    \n250,000    \n6.65%   \n250,000    \n250,000    \n6.65% \n5.000%, Due 6/15/2044\n   \n500,000    \n500,000    \n5.16%   \n500,000    \n500,000    \n5.16% \n4.450%, Due 7/15/2045\n   \n350,000    \n350,000    \n4.56%   \n350,000    \n350,000    \n4.56% \n4.000%, Due 10/2/2047\n   \n300,000    \n300,000    \n4.20%   \n300,000    \n300,000    \n4.20% \n3.500%, Due 9/10/2049\n   \n400,000    \n400,000    \n3.61%   \n400,000    \n400,000    \n3.61% \n2.800%, Due 9/30/2050\n   \n400,000    \n400,000    \n2.88%   \n400,000    \n400,000    \n2.88% \n2.850%, Due 8/5/2051\n   \n550,000    \n550,000    \n2.92%   \n550,000    \n550,000    \n2.89% \n3.200%, Due 1/30/2052\n   1,000,000    1,000,000    \n3.26%   \n—    \n—    \n- \n  \n  \n  \n  \n  \n \n   15,176,000    11,041,000     \n \n  9,605,500    7,855,500     \n \nBlackstone Fund Facilities (c)\n   1,450,000    1,450,000    \n- \n  \n101    \n101    \n1.61% \n  \n  \n  \n  \n  \n \n  $16,626,000   $12,491,000     \n \n $ 9,605,601   $ 7,855,601     \n \n  \n  \n  \n  \n  \n \n(a) As of December 31, 2022, the Issuer has a credit facility with Citibank, N.A., as Administrative Agent in the amount of $ 4.135 billion with a maturity date\nof June 3, 2027. Interest on the borrowings is based on an adjusted Secured Overnight Finance Rate (“SOFR”) rate or alternate base rate, in each\ncase plus a margin, and undrawn commitments bear a commitment fee of 0.06%. The margin above adjusted SOFR used to calculate interest on\nborrowings was 0.75% plus an additional credit spread adjustment of 0.10% to account for the difference between London Interbank Offered Rate\n(“LIBOR”) and SOFR. The margin is subject to change based on Blackstone’s credit rating. Borrowings may also be made in U.K. sterling, euros, Swiss\nfrancs, Japanese yen or Canadian dollars, in each case subject to certain sub-limits. The Credit Facility contains customary representations, covenants\nand events of default. Financial covenants consist of a maximum net leverage ratio and a requirement to keep a minimum amount of fee-earning assets\nunder management, each tested quarterly. As of December 31, 2022 and 2021, Blackstone had outstanding but undrawn letters of credit against the\nCredit Facility of $11.2 million and $10.1 million, respectively. The amount Blackstone can draw from the Credit Facility is reduced by the undrawn\nletters of credit, however the Credit Available presented herein is not reduced by the undrawn letters of credit.\n \n198\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n(b) The Issuer has issued long-term borrowings in the form of senior notes (the “Notes”). The Notes are unsecured and unsubordinated obligations of the\nIssuer. The Notes are fully and unconditionally guaranteed, jointly and severally, by Blackstone, Blackstone Holdings (the “Guarantors”), and the Issuer.\nThe guarantees are unsecured and unsubordinated obligations of the Guarantors. Transaction costs related to the issuance of the Notes have been\ndeducted from the Note liability and are being amortized over the life of the Notes. The indentures include covenants, including limitations on the\nIssuer’s and the Guarantors’ ability to, subject to exceptions, incur indebtedness secured by liens on voting stock or profit participating equity interests\nof their subsidiaries or merge, consolidate or sell, transfer or lease assets. The indentures also provide for events of default and further provide that the\ntrustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the Notes immediately due and\npayable upon the occurrence and during the continuance of any event of default after expiration of any applicable grace period. In the case of specified\nevents of bankruptcy, insolvency, receivership or reorganization, the principal amount of the Notes and any accrued and unpaid interest on the Notes\nautomatically become due and payable. All or a portion of the Notes may be redeemed at the Issuer’s option in whole or in part, at any time and from\ntime to time, prior to their stated maturity, at the make-whole redemption price set forth in the Notes. If a change of control repurchase event occurs,\nthe holders of the Notes may require the Issuer to repurchase the Notes at a repurchase price in cash equal to 101% of the aggregate principal amount\nof the Notes repurchased plus any accrued and unpaid interest on the Notes repurchased to, but not including, the date of repurchase.\n(c)\nRepresents borrowing facilities for the various consolidated Blackstone Funds used to meet liquidity and investing needs. Certain borrowings under\nthese facilities were used for bridge financing and general liquidity purposes. Other borrowings were used to finance the purchase of investments with\nthe borrowing remaining in place until the disposition or refinancing event. Such borrowings have varying maturities and may be rolled over until the\ndisposition or refinancing event. Because the timing of such events is unknown and may occur in the near term, these borrowings are considered short-\nterm in nature. Borrowings bear interest at spreads to market rates or at stated fixed rates that can vary over the borrowing term. Interest may be\nsubject to the performance of the asset and therefore, the stated interest rate and effective interest rate may differ. Borrowings were secured according\nto the terms of each facility and are generally secured by the investment purchased with the proceeds of the borrowing and/or the uncalled capital\ncommitment of each respective fund. Certain facilities have commitment fees. When a fund borrows, the proceeds are available only for use by that\nfund and are not available for the benefit of other funds. Collateral within each fund is also available only against the borrowings by that fund and not\nagainst the borrowings of other funds.\n \n199\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table presents the general characteristics of each of Blackstone’s notes, as well as their carrying value and fair value. The notes are\nincluded in Loans Payable within the Consolidated Statements of Financial Condition. All of the notes were issued at a discount. All of the notes accrue\ninterest from the issue date thereof and all pay interest in arrears on a semi-annual basis or annual basis.\n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nSenior Notes\n  \nCarrying \nValue\n  Fair Value (a)   \nCarrying \nValue\n  Fair Value (a)\n4.750%, Due 2/15/2023\n  $\n399,838   $\n399,776   $\n398,581   $\n415,880 \n2.000%, Due 5/19/2025\n   \n325,292    \n305,754    \n338,275    \n362,078 \n1.000%, Due 10/5/2026\n   \n642,968    \n568,525    \n675,867    \n700,892 \n3.150%, Due 10/2/2027\n   \n298,101    \n271,284    \n297,738    \n317,610 \n5.900%, Due 11/3/2027\n   \n594,381    \n606,450    \n643,251    \n629,265 \n1.625%, Due 8/5/2028\n   \n644,456    \n530,933    \n678,085    \n720,062 \n1.500%, Due 4/10/2029\n   \n645,819    \n532,043    \n491,662    \n507,350 \n2.500%, Due 1/10/2030\n   \n492,604    \n405,965    \n495,541    \n467,750 \n1.600%, Due 3/30/2031\n   \n495,990    \n365,380    \n786,690    \n767,920 \n2.000%, Due 1/30/2032\n   \n788,082    \n589,407    \n—    \n— \n2.550%, Due 3/30/2032\n   \n495,207    \n390,370    \n—    \n— \n6.200%, Due 4/22/2033\n   \n891,277    \n907,965    \n—    \n— \n3.500%, Due 6/1/2034\n   \n504,695    \n452,934    \n—    \n— \n6.250%, Due 8/15/2042\n   \n239,176    \n251,480    \n238,914    \n361,775 \n5.000%, Due 6/15/2044\n   \n489,704    \n441,355    \n489,446    \n648,500 \n4.450%, Due 7/15/2045\n   \n344,549    \n287,242    \n344,412    \n426,195 \n4.000%, Due 10/2/2047\n   \n290,935    \n227,946    \n290,730    \n347,370 \n3.500%, Due 9/10/2049\n   \n392,259    \n275,588    \n392,089    \n431,240 \n2.800%, Due 9/30/2050\n   \n393,958    \n237,552    \n393,818    \n382,880 \n2.850%, Due 8/5/2051\n   \n543,162    \n323,527    \n542,963    \n531,355 \n3.200%, Due 1/30/2052\n   \n987,131    \n646,880    \n—    \n— \n  \n  \n  \n  \n \n  $10,899,584   $ 9,018,356   $ 7,498,062   $ 8,018,122 \n  \n  \n  \n  \n(a) Fair value is determined by broker quote and these notes would be classified as Level II within the fair value hierarchy.\nScheduled principal payments for borrowings at December 31, 2022 were as follows: \n \n \n  \nOperating\nBorrowings   \nBlackstone Fund\nFacilities\n  \nTotal Borrowings\n2023\n  \n$\n400,000   \n$\n—   \n$\n400,000 \n2024\n  \n \n—   \n \n—   \n \n— \n2025\n  \n \n321,150   \n \n—   \n \n321,150 \n2026\n  \n \n642,300   \n \n—   \n \n642,300 \n2027\n  \n \n900,000   \n \n—   \n \n900,000 \nThereafter\n  \n 8,777,550   \n \n1,450,000   \n \n10,227,550 \n  \n  \n  \n \n  \n$11,041,000   \n$\n1,450,000   \n$\n12,491,000 \n  \n  \n  \n14. Leases\nBlackstone enters into non-cancelable lease and sublease agreements primarily for office space, which expire on various dates through 2043.\nOccupancy lease agreements, in addition to base rentals, generally are subject to\n \n200\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nescalation provisions based on certain costs incurred by the landlord, and are recognized on a straight-line basis over the term of the lease agreement.\nRent expense includes base contractual rent and variable costs such as building expenses, utilities, taxes and insurance. At December 31, 2022 and 2021,\nBlackstone maintained irrevocable standby letters of credit and cash deposits as security for the leases of $12.3 million and $9.4 million, respectively. As of\nDecember 31, 2022, the weighted-average remaining lease term was 6.8 years, and the weighted-average discount rate was 1.5%.\nThe components of lease expense were as follows:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nOperating Lease Cost\n  \n  \n     \n     \n \nStraight-Line Lease Cost (a)\n  \n$ 139,740   $ 115,875   $ 107,970 \nVariable Lease Cost (b)\n  \n \n12,072    \n10,959    \n15,426 \nSublease Income\n  \n \n(888)    \n(1,695)    \n(2,191) \n  \n  \n  \n \n  \n$ 150,924   $ 125,139   $ 121,205 \n  \n  \n  \n \n(a) Straight-line lease cost includes short-term leases, which are immaterial.\n(b) Variable lease cost approximates variable lease cash payments.\nSupplemental cash flow information related to leases were as follows:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nOperating Cash Flows for Operating Lease Liabilities\n  \n$ 107,249   \n$\n96,007   \n$ 102,364 \nNon-Cash Right-of-Use Assets Obtained in Exchange for New Operating Lease Liabilities\n  \n$ 278,010   \n$ 352,298   \n$ 153,433 \nThe following table shows the undiscounted cash flows on an annual basis for Operating Lease Liabilities as of December 31, 2022:\n \n2023\n  \n$\n142,159 \n2024\n  \n \n151,807 \n2025\n  \n \n163,407 \n2026\n  \n \n161,642 \n2027\n  \n \n158,244 \nThereafter\n  \n \n296,207 \n  \nTotal Lease Payments (a)\n  \n 1,073,466 \nLess: Imputed Interest\n  \n \n(52,012) \n  \nPresent Value of Operating Lease Liabilities\n  \n$1,021,454 \n  \n \n(a) Excludes signed leases that have not yet commenced.\n \n201\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n15. Income Taxes\nThe Income Before Provision for Taxes consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nIncome Before Provision (Benefit) for Taxes\n  \n  \n   \n  \n   \n  \n \nU.S. Domestic Income\n  \n$\n3,023,588   \n$ 13,275,132   \n$\n2,311,734 \nForeign Income\n  \n \n438,201   \n \n284,264   \n \n305,786 \n  \n  \n  \n \n  \n$\n3,461,789   \n$ 13,559,396   \n$\n2,617,520 \n  \n  \n  \nThe Provision for Taxes consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nCurrent\n    \n     \n     \n \nFederal Income Tax\n  $\n503,075   $\n507,648   $\n163,227 \nForeign Income Tax\n   \n75,859    \n55,376    \n38,914 \nState and Local Income Tax\n   \n255,421    \n156,735    \n66,355 \n  \n  \n  \n \n   \n834,355    \n719,759    \n268,496 \n  \n  \n  \nDeferred\n    \n     \n     \n \nFederal Income Tax\n   \n(312,961)    \n373,223    \n86,958 \nForeign Income Tax\n   \n(3,048)    \n(2,654)    \n870 \nState and Local Income Tax\n   \n(45,466)    \n94,073    \n(310) \n  \n  \n  \n \n   \n(361,475)    \n464,642    \n87,518 \n  \n  \n  \nProvision for Taxes\n  $\n472,880   $\n1,184,401   $\n356,014 \n  \n  \n  \nThe following table summarizes Blackstone’s tax position:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nIncome Before Provision for Taxes\n  $\n3,461,789 \n $ 13,559,396 \n $\n2,617,520 \n\n\nProvision for Taxes\n  $\n472,880 \n $\n1,184,401 \n $\n356,014 \nEffective Income Tax Rate\n   \n13.7%   \n8.7%   \n13.6% \n \n202\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table reconciles the effective income tax rate to the U.S. federal statutory tax rate:\n \n \n  \n \n \n \n \n \n \n2022\n \n2021\n \n  \nYear Ended December 31,\n \nvs.\n \nvs.\n \n  \n2022\n \n2021\n \n2020\n \n2021\n \n2020\nStatutory U.S. Federal Income Tax Rate\n  \n \n21.0%   \n21.0%   \n21.0%   \n— \n  \n— \nIncome Passed Through to Non-Controlling Interest Holders\n  \n \n-8.1%   \n-10.2%   \n-10.1%   \n2.1%   \n-0.1% \nState and Local Income Taxes\n  \n \n6.0%   \n2.1%   \n2.4%   \n3.9%   \n-0.3% \nChange to a Taxable Corporation\n  \n \n— \n  \n— \n  \n1.4%   \n— \n  \n-1.4% \nChange in Valuation Allowance\n  \n \n— \n  \n-4.1%   \n-2.8%   \n4.1%   \n-1.3% \nBasis Adjustment (a)\n  \n \n-4.6%   \n— \n  \n— \n  \n-4.6%   \n— \nOther\n  \n \n-0.6%   \n-0.1%   \n1.7%   \n-0.5%   \n-1.8% \n  \nEffective Income Tax Rate\n  \n \n13.7%   \n8.7%   \n13.6%   \n5.0%   \n-4.9% \n  \n \n(a) Represents the impact of the out-of-period adjustment made during the year ended December 31, 2022 to revise the book investment basis used to\ncalculate deferred tax assets and the deferred tax provision.\nBlackstone’s effective tax rate for the year ended December 31, 2022 was impacted by recent increases in Blackstone’s state tax provisions for the\njurisdictions in which it operates and larger benefits recorded in December 31, 2021 for valuation allowance releases.\nDuring the year ended December 31, 2022, Blackstone recorded an out-of-period adjustment to revise the book investment basis used to calculate\ndeferred tax assets and the deferred tax provision. The cumulative impact of the correction related to prior years resulted in a decrease of $158.2 million in\nthe Provision for Taxes for the year ended December 31, 2022 and a corresponding increase to Deferred Tax Assets as of December 31, 2022. The impact\nof the out-of-period adjustment on the effective income tax rate is reflected in the Basis Adjustment row in the effective income tax rate table above.\nBlackstone concluded the out-of-period adjustment was not material to the current or prior periods.\nDeferred income taxes reflect the net tax effects of temporary differences that may exist between the carrying amounts of assets and liabilities for\nfinancial reporting purposes and the amounts used for income tax purposes using enacted tax rates in effect for the year in which the differences are\nexpected to reverse. A summary of the tax effects of the temporary differences is as follows:\n \n203\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nDeferred Tax Assets\n  \n  \n   \n  \n \nInvestment Basis Differences/Net Unrealized Gains and Losses\n  \n$2,031,002   \n$1,572,672 \nOther\n  \n \n31,720   \n \n8,965 \n  \n  \nTotal Deferred Tax Assets\n  \n 2,062,722   \n 1,581,637 \n  \n  \nDeferred Tax Liabilities\n  \n  \n   \n  \n \nInvestment Basis Differences/Net Unrealized Gains and Losses\n  \n \n15,409   \n \n15,421 \nOther\n  \n \n31,498   \n \n16,439 \n  \n  \nTotal Deferred Tax Liabilities\n  \n \n46,907   \n \n31,860 \n  \n  \nNet Deferred Tax Assets\n  \n$2,015,815   \n$1,549,777 \n  \n  \nThe net increase in the deferred tax asset for the year ended December 31, 2022, compared to the year ended December 31, 2021, is primarily due to\n(a) recognition of additional tax basis in certain assets and recording corresponding deferred tax benefits related to quarterly exchanges of Blackstone\nHoldings Partnership units for common shares of Blackstone Inc., and (b) an out-of-period adjustment that Blackstone recorded to revise the book\ninvestment basis used to calculate deferred tax assets and the deferred tax provision. The adjustment was not material to the current or prior periods and\nreflects the cumulative impact of the correction, which generated an additional deferred tax asset for the year ended December 31, 2022. Realization of\ndeferred tax assets depends on the expectation and character of future taxable income. In addition, Blackstone has no significant net operating losses\ncarryforward at December 31, 2022.\nIn evaluating the ability to realize deferred tax assets, Blackstone among other things, considers projections of taxable income (including character of\nsuch income), beginning with historic results and incorporating assumptions of the amount of future pretax operating income. These assumptions about\nfuture taxable income require significant judgment and are consistent with the plans and estimates that Blackstone uses to manage its business. To the\nextent any portion of the deferred tax assets are not considered to be more likely than not to be realized, valuation allowances are recorded.\nCurrently, Blackstone does not believe it meets the indefinite reversal criteria that would preclude Blackstone from recognizing a deferred tax liability\nwith respect to its foreign subsidiaries. Therefore, if applicable Blackstone recorded a deferred tax liability for any outside basis difference of an investment\nin a foreign subsidiary.\nBlackstone files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, Blackstone is\nsubject to examination by federal and certain state, local and foreign tax authorities. As of December 31, 2022, the most material jurisdictions where\nBlackstone entities are under active examination are New York State and City. The following are the major filing jurisdictions and their respective earliest\nopen period subject to examination:\n \n204\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nJurisdiction\n  \nYear\nFederal\n   \n2019 \nNew York City\n   \n2009 \nNew York State\n   \n2016 \nUnited Kingdom\n   \n2011 \nBlackstone’s unrecognized tax benefits, excluding related interest and penalties, were:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\n  \n2020\nUnrecognized Tax Benefits — January 1\n  \n$\n47,501   \n$\n32,933   \n$\n24,958 \nAdditions for Tax Positions of Prior Years\n  \n \n106,059   \n \n14,557   \n \n7,959 \nExchange Rate Fluctuations\n  \n \n64   \n \n11   \n \n16 \n  \n  \n  \nUnrecognized Tax Benefits — December 31\n  \n$ 153,624   \n$\n47,501   \n$\n32,933 \n  \n  \n  \nIf recognized, the above tax benefits of $153.6 million and $47.5 million for the years ended December 31, 2022 and 2021, respectively, would reduce\nthe annual effective rate. It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur during the twelve months\nsubsequent to December 31, 2022. However, at this time, it is not possible to estimate the expected change to the total Unrecognized Tax Benefits and its\nimpact on Blackstone’s effective tax rate.\nThe unrecognized tax benefits are recorded in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial\nCondition.\nDuring the years ended December 31, 2022, 2021 and 2020, Blackstone accrued no penalties and accrued interest expense related to unrecognized\ntax benefits of $32.6 million, $1.5 million and $1.3 million, respectively.\nOther Income — Change in Tax Receivable Agreement Liability\nIn 2022 and 2021, the $22.3 million and $(2.8) million, respectively, Change in Tax Receivable Agreement Liability was primarily attributable to a\nchange in our state tax apportionment.\n \n205\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n16. Earnings Per Share and Stockholders’ Equity\nEarnings Per Share\nBasic and diluted net income per share of common stock for the years ended December 31, 2022, 2021 and 2020 was calculated as follows:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nNet Income for Per Share of Common Stock Calculations\n    \n     \n     \n \nNet Income Attributable to Blackstone Inc., Basic and Diluted\n  $\n1,747,631   $\n5,857,397   $\n1,045,363 \n  \n  \n  \nShares/Units Outstanding\n    \n     \n     \n \nWeighted-Average Shares of Common Stock Outstanding, Basic\n   740,664,038    719,766,879    696,933,548 \nWeighted-Average Shares of Unvested Deferred Restricted Common Stock\n   \n278,361    \n358,164    \n324,748 \n  \n  \n  \nWeighted-Average Shares of Common Stock Outstanding, Diluted\n   740,942,399    720,125,043    697,258,296 \n  \n  \n  \nNet Income Per Share of Common Stock\n    \n     \n     \n \nBasic\n  $\n2.36   $\n8.14   $\n1.50 \n  \n  \n  \nDiluted\n  $\n2.36   $\n8.13   $\n1.50 \n  \n  \n  \nDividends Declared Per Share of Common Stock (a)\n  $\n4.94   $\n3.57   $\n1.91 \n  \n  \n  \n \n(a) Dividends declared reflects the calendar date of the declaration for each distribution. The fourth quarter dividends, if any, for any fiscal year will be\ndeclared and paid in the subsequent fiscal year.\nIn computing the dilutive effect that the exchange of Blackstone Holdings Partnership Units would have on Net Income Per Share of Common Stock,\nBlackstone considered that net income available to holders of shares of common stock would increase due to the elimination of non-controlling interests in\nBlackstone Holdings, inclusive of any tax impact. The hypothetical conversion may be dilutive to the extent there is activity at Blackstone Inc. level that has\nnot previously been attributed to the non-controlling interests or if there is a change in tax rate as a result of a hypothetical conversion.\nThe following table summarizes the anti-dilutive securities for the periods indicated:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nWeighted-Average Blackstone Holdings Partnership Units\n   466,083,269    486,157,205    504,221,914 \nStockholders’ Equity\nIn connection with Blackstone’s conversion from a limited partnership to a corporation, effective July 1, 2019, each common unit of the partnership\noutstanding immediately prior to the conversion converted into one issued and outstanding , fully paid and nonassessable share of Class A common stock,\n$0.00001 par value per share, of the Company. The special voting unit of the partnership outstanding immediately prior to Blackstone’s conversion to a\ncorporation converted into one issued and outstanding , fully paid and nonassessable share of Class B common stock, $ 0.00001 par value per share, of the\nCompany. The general partner units of the partnership outstanding immediately prior to Blackstone’s conversion to a corporation converted into one issued\nand outstanding, fully paid and nonassessable share of Class C common stock, $ 0.00001 par value per share, of the Company.\n \n\n\n206\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn connection with the share reclassification, effective February 26, 2021, the Certificate of Incorporation of Blackstone was amended and restated to:\n(a) rename the Class A common stock as “common stock,” which has the same rights and powers (including, without limitation, with respect to voting) that\nBlackstone’s Class A common stock formerly had, (b) reclassify the “Class B common stock” into a new “Series I preferred stock,” which has the same\nrights and powers that the Class B common stock formerly had, and (c) reclassify the Class C common stock into a new “Series II preferred stock,” which\nhas the same rights and powers that the Class C common stock formerly had. In connection with such share reclassification, the Company authorized 10\nbillion shares of preferred stock with a par value of $0.00001, of which (a) 999,999,000 shares are designated as Series I preferred stock and (b) 1,000\nshares are designated as Series II preferred stock. The remaining 9 billion shares may be designated from time to time in accordance with Blackstone's\ncertificate of incorporation. There was 1 share of Series I preferred stock and 1 share of Series II preferred stock issued and outstanding as of\nDecember 31, 2022.\nUnder Blackstone’s certificate of incorporation and Delaware law, holders of Blackstone’s common stock are entitled to vote, together with holders of\nBlackstone’s Series I preferred stock, voting as a single class, on a number of significant matters, including certain sales, exchanges or other dispositions of\nall or substantially all of Blackstone’s assets, a merger, consolidation or other business combination, the removal of the Series II Preferred Stockholder and\nforced transfer by the Series II Preferred Stockholder of its shares of Series II preferred stock and the designation of a successor Series II Preferred\nStockholder. The Series II Preferred Stockholder elects the Company’s directors. Holders of Blackstone’s Series I preferred stock and Series II preferred\nstock are not entitled to dividends from the Company, or receipt of any of the Company’s assets in the event of any dissolution, liquidation or winding up.\nBlackstone Partners L.L.C. is the sole holder of the Series I preferred stock and Blackstone Group Management L.L.C. is the sole holder of the Series II\npreferred stock.\nShare Repurchase Program\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $ 2.0 billion of common stock and Blackstone Holdings\nPartnership Units. Under the repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated\ntransactions or otherwise. The timing and the actual numbers repurchased will depend on a variety of factors, including legal requirements, price and\neconomic and market conditions. The repurchase program may be changed, suspended or discontinued at any time and does not have a specified\nexpiration date.\nDuring the year ended December 31, 2020, Blackstone repurchased 9.0 million shares of common stock at a total cost of $ 474.0 million. During the\nyear ended December 31, 2021, Blackstone repurchased 10.3 million shares of common stock at a total cost of $ 1.2 billion. During the year ended\nDecember 31, 2022, Blackstone repurchased 3.9 million shares of common stock at a total cost of $ 392.0 million. As of December 31, 2022, the amount\nremaining available for repurchases under the program was $1.1 billion.\n \n207\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nShares Eligible for Dividends and Distributions\nAs of December 31, 2022, the total shares of common stock and Blackstone Holdings Partnership Units entitled to participate in dividends and\ndistributions were as follows:\n \n \n  \nShares/Units\nCommon Stock Outstanding\n   \n710,276,923 \nUnvested Participating Common Stock\n   \n32,376,835 \n  \nTotal Participating Common Stock\n   \n742,653,758 \nParticipating Blackstone Holdings Partnership Units\n   \n463,758,383 \n  \n \n   1,206,412,141 \n  \n17. Equity-Based Compensation\nBlackstone has granted equity-based compensation awards to Blackstone’s senior managing directors, non-partner professionals, non-professionals\nand selected external advisers under Blackstone’s Amended and Restated 2007 Equity Incentive Plan (the “Equity Plan”). The Equity Plan allows for the\ngranting of options, share appreciation rights or other share-based awards (shares, restricted shares, restricted shares of common stock, deferred restricted\nshares of common stock, phantom restricted shares of common stock or other share-based awards based in whole or in part on the fair value of shares of\ncommon stock or Blackstone Holdings Partnership Units) which may contain certain service or performance requirements. As of January 1, 2022,\nBlackstone had the ability to grant 171,096,250 shares under the Equity Plan.\nFor the years ended December 31, 2022, 2021 and 2020 Blackstone recorded compensation expense of $ 846.3 million, $637.4 million, and\n$438.3 million, respectively, in relation to its equity-based awards with corresponding tax benefits of $ 135.9 million, $84.3 million, and $51.5 million,\nrespectively.\nAs of December 31, 2022, there was $ 2.1 billion of estimated unrecognized compensation expense related to unvested awards, including compensation\nwith performance conditions where it is probable that the performance condition will be met. This cost is expected to be recognized over a weighted-\naverage period of 3.4 years.\nTotal vested and unvested outstanding shares, including common stock, Blackstone Holdings Partnership Units and deferred restricted shares of\ncommon stock, were 1,206,514,586 as of December 31, 2022. Total outstanding phantom shares were 59,903 as of December 31, 2022.\n \n208\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nA summary of the status of Blackstone’s unvested equity-based awards as of December 31, 2022 and of changes during the period January 1, 2022\nthrough December 31, 2022 is presented below:\n \n \n  \nBlackstone Holdings\n  \nBlackstone Inc.\n \n   \n  \n  \nEquity Settled Awards\n  \nCash Settled Awards\nUnvested Shares/Units\n  \nPartnership\nUnits\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\n  \nDeferred\nRestricted\nShares of\nCommon\nStock\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\n  \nPhantom\nShares\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\nBalance, December 31, 2021\n   17,344,328  $\n37.37    26,537,813  $\n58.34    \n73,581  $\n137.65 \nGranted\n   1,172,015   \n33.73    12,073,302   \n124.80    \n28,130   \n125.93 \nVested\n   (6,124,743)   \n36.12    (6,274,790)   \n61.73    \n(6,413)   \n70.73 \nForfeited\n   (1,361,604)   \n34.73    (1,334,762)   \n75.81    \n(46,412)   \n130.22 \n  \n  \n  \nBalance, December 31, 2022\n   11,029,996  $\n38.02    31,001,563  $\n82.94    \n48,886  $\n85.04 \n  \n  \n  \nShares/Units Expected to Vest\nThe following unvested shares and units, after expected forfeitures, as of December 31, 2022, are expected to vest:\n \n \n  \nShares/Units   \nWeighted-Average\nService Period in\nYears\nBlackstone Holdings Partnership Units\n  \n 10,751,742   \n1.3\nDeferred Restricted Shares of Common Stock\n  \n 27,341,906   \n3.0\n  \n  \nTotal Equity-Based Awards\n  \n 38,093,648   \n2.5\n  \n  \nPhantom Shares\n  \n \n40,471   \n3.0\n  \n  \nDeferred Restricted Shares of Common Stock and Phantom Shares\nBlackstone has granted deferred restricted shares of common stock to certain senior and non-senior managing director professionals, analysts and\nsenior finance and administrative personnel and selected external advisers and phantom shares (cash settled equity-based awards) to other senior and\nnon-senior managing director employees. Holders of deferred restricted shares of common stock and phantom shares are not entitled to any voting rights.\nOnly phantom shares are to be settled in cash. Deferred restricted shares of common stock where the number of shares have not been set are liability\nclassified and excluded from the above tables.\nThe fair values of deferred restricted shares of common stock have been derived based on the closing price of common stock on the date of the grant,\nmultiplied by the number of unvested awards and expensed over the assumed service period, which ranges from 1 to 5 years. Additionally, the calculation\nof the compensation expense assumes forfeiture rates based on historical turnover rates, ranging from 1.0% to 12.8% annually by employee class, and a\nper share discount, ranging from $1.23 to $21.53.\nThe phantom shares vest over the assumed service period, which ranges from 1 to 5 years. On each such vesting date, Blackstone delivered or will\ndeliver cash to the holder in an amount equal to the number of phantom shares held multiplied by the then fair market value of Blackstone’s common stock\non such date. Additionally, the calculation of the compensation expense assumes a forfeiture rate based on a historical turnover rates, ranging\n \n209\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nfrom 10.4% to 12.8% annually by employee class. Blackstone is accounting for these cash settled awards as a liability.\nBlackstone paid $0.6 million, $1.1 million and $0.4 million to non-senior managing director employees in settlement of phantom shares for the years\nended December 31, 2022, 2021 and 2020, respectively.\nPerformance-Based Compensation\nDuring the year ended December 31, 2021, Blackstone issued performance-based compensation, the dollar value of which is based on the future\nachievement of established business performance conditions. The number of vested shares of common stock to be issued is variable based on the 30-day\nvolume weighted-average price at the end of the performance period. Due to the nature of settlement, the performance-based compensation is classified as\na liability. Compensation expense is recognized over the performance period based upon the probable outcome of the performance condition. Due to the\nvariable share settlement, the tables above exclude the impact of this performance-based compensation, as the number of shares to be issued is not yet\nset.\nBlackstone Holdings Partnership Units\nBlackstone has granted deferred restricted Blackstone Holdings Partners Units to certain newly hired and pre-existing senior managing directors.\nHolders of deferred restricted Blackstone Holdings Partnership Units are not entitled to any voting rights.\nThe fair values of deferred restricted Blackstone Holdings Partnership Units have been derived based on the closing price of Blackstone’s common\nunits on the date of the grant, multiplied by the number of unvested awards and expensed over the assumed service period, which ranges from 1 to 3 years.\nAdditionally, the calculation of the compensation expense assumes a forfeiture rate of 6.9%, based on historical experience.\n18. Related Party Transactions\nAffiliate Receivables and Payables\nDue from Affiliates and Due to Affiliates consisted of the following:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nDue from Affiliates\n    \n     \n \nManagement Fees, Performance Revenues, Reimbursable Expenses and Other Receivables from Non-Consolidated\nEntities and Portfolio Companies\n  $ 3,344,813   $ 3,519,945 \nDue from Certain Non-Controlling Interest Holders and Blackstone Employees\n   \n741,319    1,099,899 \nAccrual for Potential Clawback of Previously Distributed Performance Allocations\n   \n60,575    \n37,023 \n  \n  \n \n  $ 4,146,707   $ 4,656,867 \n  \n  \n \n210\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nDue to Affiliates\n    \n     \n \nDue to Certain Non-Controlling Interest Holders in Connection with the Tax Receivable Agreements\n  $ 1,602,933   $ 1,558,393 \nDue to Non-Consolidated Entities\n   \n157,982    \n181,341 \nDue to Certain Non-Controlling Interest Holders and Blackstone Employees\n   \n198,875    \n77,664 \nAccrual for Potential Repayment of Previously Received Performance Allocations\n   \n158,691    \n88,700 \n  \n  \n \n  $ 2,118,481   $ 1,906,098 \n  \n  \nInterests of the Founder, Senior Managing Directors, Employees and Other Related Parties\nThe Founder, senior managing directors, employees and certain other related parties invest on a discretionary basis in the consolidated Blackstone\nFunds both directly and through consolidated entities. These investments generally are subject to preferential management fee and performance allocation\nor incentive fee arrangements. As of December 31, 2022 and 2021, such investments aggregated $1.6 billion and $1.6 billion, respectively. Their share of\nthe Net Income Attributable to Redeemable Non-Controlling and Non-Controlling Interests in Consolidated Entities aggregated $10.9 million, $471.5 million\nand $65.2 million for the years ended December 31, 2022, 2021 and 2020, respectively.\nContingent Repayment Guarantee\nBlackstone and its personnel who have received Performance Allocation distributions have guaranteed payment on a several basis (subject to a cap) to\nthe carry funds of any clawback obligation with respect to the excess Performance Allocation allocated to the general partners of such funds and indirectly\nreceived thereby to the extent that either Blackstone or its personnel fails to fulfill its clawback obligation, if any. The Accrual for Potential Repayment of\nPreviously Received Performance Allocations represents amounts previously paid to Blackstone Holdings and non-controlling interest holders that would\nneed to be repaid to the Blackstone Funds if the carry funds were to be liquidated based on the fair value of their underlying investments as of\nDecember 31, 2022. See Note 19. “Commitments and Contingencies — Contingencies — Contingent Obligations (Clawback).”\nTax Receivable Agreements\nBlackstone used a portion of the proceeds from the IPO and other sales of shares to purchase interests in the predecessor businesses from the\npredecessor owners. In addition, holders of Blackstone Holdings Partnership Units may exchange their Blackstone Holdings Partnership Units for shares of\nBlackstone common stock on a one-for-one basis. The purchase and subsequent exchanges are expected to result in increases in the tax basis of the\ntangible and intangible assets of Blackstone Holdings and therefore reduce the amount of tax that Blackstone would otherwise be required to pay in the\nfuture.\nBlackstone has entered into tax receivable agreements with each of the predecessor owners and additional tax receivable agreements have been\nexecuted, and will continue to be executed, with newly-admitted senior managing directors and others who acquire Blackstone Holdings Partnership Units.\nThe agreements provide for the payment by the corporate taxpayer to such owners of 85% of the amount of cash savings, if any, in U.S. federal, state and\nlocal income tax that the corporate taxpayers actually realize as a result of the aforementioned increases in tax basis and of certain other tax benefits\nrelated to entering into these tax receivable agreements. For purposes of the tax receivable agreements, cash savings in income tax will be computed by\ncomparing the actual income tax\n \n211\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nliability of the corporate taxpayers to the amount of such taxes that the corporate taxpayers would have been required to pay had there been no increase to\nthe tax basis of the tangible and intangible assets of Blackstone Holdings as a result of the exchanges and had the corporate taxpayers not entered into the\ntax receivable agreements.\nAssuming no future material changes in the relevant tax law and that the corporate taxpayers earn sufficient taxable income to realize the full tax\nbenefit of the increased amortization of the assets, the expected future payments under the tax receivable agreements (which are taxable to the recipients)\nwill aggregate $1.6 billion over the next 15 years. The after-tax net present value of these estimated payments totals $ 477.0 million assuming a 15%\ndiscount rate and using Blackstone’s most recent projections relating to the estimated timing of the benefit to be received. Future payments under the tax\nreceivable agreements in respect of subsequent exchanges would be in addition to these amounts. The payments under the tax receivable agreements are\nnot conditioned upon continued ownership of Blackstone equity interests by the pre-IPO owners and the others mentioned above. Subsequent to\nDecember 31, 2022, payments totaling $67.5 million were made to certain pre-IPO owners and others mentioned above in accordance with the tax\nreceivable agreement and related to tax benefits Blackstone received for the 2021 taxable year.\nAmounts related to the deferred tax asset resulting from the increase in tax basis from the exchange of Blackstone Holdings Partnership Units to\nshares of Blackstone common stock, the resulting remeasurement of net deferred tax assets at the Blackstone ownership percentage at the balance sheet\ndate, the due to affiliates for the future payments resulting from the tax receivable agreements and resulting adjustment to partners’ capital are included as\nAcquisition of Ownership Interests from Non-Controlling Interest Holders in the Supplemental Disclosure of Non-Cash Investing and Financing Activities in\nthe Consolidated Statements of Cash Flows.\nOther\nBlackstone does business with and on behalf of some of its Portfolio Companies; all such arrangements are on a negotiated basis.\nAdditionally, please see Note 19. “Commitments and Contingencies — Contingencies — Guarantees” for information regarding guarantees provided to\na lending institution for certain loans held by employees.\n19. Commitments and Contingencies\nCommitments\nInvestment Commitments\nBlackstone had $5.0 billion of investment commitments as of December 31, 2022 representing general partner capital funding commitments to the\nBlackstone Funds, limited partner capital funding to other funds and Blackstone principal investment commitments, including loan commitments. The\nconsolidated Blackstone Funds had signed investment commitments of $210.0 million as of December 31, 2022 which includes $ 81.2 million of signed\ninvestment commitments for portfolio company acquisitions in the process of closing.\nRegulated Entities\nCertain U.S. and non-U.S. entities are subject to various investment adviser and other financial regulatory rules and requirements that may include\nminimum net capital requirements. These entities have continuously operated in excess of these requirements. This includes a number of U.S. entities that\nare registered as investment advisers with the SEC.\n \n212\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThese regulatory capital requirements may restrict Blackstone’s ability to withdraw capital from its entities. At December 31, 2022, $ 106.0 million of net\nassets of consolidated entities may be restricted as to the payment of cash dividends and advances to Blackstone.\nContingencies\nGuarantees\nCertain of Blackstone’s consolidated real estate funds guarantee payments to third parties in connection with the ongoing business activities and/or\nacquisitions of their Portfolio Companies. There is no direct recourse to Blackstone to fulfill such obligations. To the extent that underlying funds are required\nto fulfill guarantee obligations, Blackstone’s invested capital in such funds is at risk. Total investments at risk in respect of guarantees extended by\nconsolidated real estate funds was $18.3 million as of December 31, 2022.\nThe Blackstone Holdings Partnerships provided guarantees to a lending institution for certain loans held by employees either for investment in\nBlackstone Funds or for members’ capital contributions to The Blackstone Group International Partners LLP. The amount guaranteed as of\nDecember 31, 2022 was $78.9 million.\nStrategic Venture\nIn December 2022, Blackstone entered into a long-term strategic venture with the Regents of the University of California (“UC Investments”), an\ninstitutional investor that subscribed for $4.0 billion of BREIT Class I shares on January 1, 2023. The strategic venture between Blackstone and UC\nInvestments provides a waterfall structure with UC Investments receiving an 11.25% target annualized net return on its $ 4.0 billion investment in BREIT\nshares (supported by a pledge by Blackstone of $1.0 billion of its current holdings in BREIT, including any appreciation or dividends received by Blackstone\nin respect thereof) and upside from its investment. Pursuant to the strategic venture, Blackstone is entitled to receive an incremental 5% cash promote\npayment from UC Investments on any returns received in excess of the target return. An asset or liability is recognized based on fair value with the\nmaximum potential future obligation capped at the fair value of the assets pledged by Blackstone in the arrangement. As of December 31, 2022, the fair\nvalue of the assets pledged was $1.0 billion and the liability recognized was $ 48.6 million.\nLitigation\nBlackstone may from time to time be involved in litigation and claims incidental to the conduct of its business. Blackstone’s businesses are also subject\nto extensive regulation, which may result in regulatory proceedings against Blackstone.\nBlackstone accrues a liability for legal proceedings only when those matters present loss contingencies that are both probable and reasonably\nestimable. In such cases, there may be an exposure to loss in excess of any amounts accrued. Although there can be no assurance of the outcome of such\nlegal actions, based on information known by management, Blackstone does not have a potential liability related to any current legal proceeding or claim\nthat would individually or in the aggregate materially affect its results of operations, financial position or cash flows.\nIn December 2017, eight pension plan members of the Kentucky Retirement System (“KRS”) filed a derivative lawsuit on behalf of KRS in the Franklin\nCounty Circuit Court of the Commonwealth of Kentucky (the “Mayberry Action”). The Mayberry Action alleged various breaches of fiduciary duty and other\nviolations of Kentucky state law in connection with KRS’s investment in three hedge funds of funds, including a fund managed by Blackstone Alternative\nAsset Management L.P. (“BLP”). The suit named more than 30 defendants, including, among others, The Blackstone Group L.P. (now Blackstone Inc.);\nBLP; Stephen A. Schwarzman, as Chairman and CEO of\n \n213\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone; and J. Tomilson Hill, as then-CEO of BLP (collectively, the “Blackstone Defendants”). In July 2020, the Kentucky Supreme Court directed the\nCircuit Court to dismiss the action due to the plaintiffs’ lack of standing.\nOver the objection of the Blackstone Defendants and others, in December 2020, the Circuit Court permitted the Attorney General of the Commonwealth\nof Kentucky (the “AG”) to intervene in the Mayberry Action. On December 9, 2022, the Mayberry Action was stayed pending resolution of an interlocutory\nappeal in which the Blackstone Defendants and others are arguing that the Circuit Court did not have jurisdiction to continue the Mayberry Action after the\nruling of the Kentucky Supreme Court.\nIn August 2022, KRS was ordered to disclose, and in September 2022, did disclose, a report prepared in 2021 by a law firm retained by KRS to conduct\nan investigation into the investment activities underlying the lawsuit. According to the report, the investigators “did not find any violations of fiduciary duty or\nillegal activity by [BLP]” related to KRS’s due diligence and retention of BLP or KRS’s continued investment with BLP. The report quotes contemporaneous\ncommunications by KRS staff during the period of the investment recognizing that BLP was exceeding KRS’s returns benchmark, that BLP was providing\nKRS with “far fewer negative months than any liquid market comparable,” and that BLP “[h]as killed it.”\nIn January 2021, certain former plaintiffs in the Mayberry Action filed a separate action (“Taylor I”), against the Blackstone Defendants and other defendants\nnamed in the Mayberry Action, asserting allegations substantially similar to those made in the Mayberry Action, and in July 2021 they amended their\ncomplaint to add class action allegations. Defendants removed Taylor I to the U.S. District Court for the Eastern District of Kentucky, and in March 2022, the\nDistrict Court stayed Taylor I pending the resolution of the AG’s suit in the Mayberry Action.\nIn August 2021, a group of KRS members—including those that filed Taylor I—filed a new action in Franklin County Circuit Court (“Taylor II”), against\nthe Blackstone Defendants, other defendants named in the Mayberry Action, and other KRS officials. The filed complaint is substantially similar to that filed\nin Taylor I and the Mayberry Action. Motions to dismiss are pending.\nIn May 2022, the presiding judge recused himself from the Mayberry Action and Taylor II and the cases were reassigned to another judge in the\nFranklin County Circuit Court.\nIn April 2021, the AG filed an action (the “Declaratory Judgment Action”), against BLP and the other fund manager defendants from the Mayberry\nAction in Franklin County Circuit Court. The action sought to have certain provisions in the subscription agreements between KRS and the fund managers\ndeclared to be in violation of the Kentucky Constitution. In March 2022, the Circuit Court granted summary judgment to the AG. BLP’s appeal is currently\npending.\nBlackstone continues to believe that the preceding lawsuits against Blackstone are totally without merit and intends to defend them vigorously.\nIn July 2021, BLP filed a breach of contract action against defendants affiliated with KRS alleging that the Mayberry Action and the Declaratory\nJudgment Action breach the parties’ subscription agreements governing KRS’s investment with BLP. The action seeks damages, including legal fees and\nexpenses incurred in defending against the above actions. In April 2022, the Circuit Court dismissed BLP’s complaint without prejudice to refiling, on the\ngrounds that the action was not yet ripe for adjudication. BLP’s appeal is currently pending.\nIn October 2022, as part of a sweep of private equity and other investment advisory firms, the SEC sent us a request for information relating to the\nretention of certain types of electronic business communications, including text messages, that may be required to be preserved under certain SEC rules.\nWe are cooperating with the SEC’s inquiry.\n \n214\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nContingent Obligations (Clawback)\nPerformance Allocations are subject to clawback to the extent that the Performance Allocations received to date with respect to a fund exceeds the\namount due to Blackstone based on cumulative results of that fund. The actual clawback liability, however, generally does not become realized until the end\nof a fund’s life except for certain Blackstone real estate funds, multi-asset class investment funds and credit-focused funds, which may have an interim\nclawback liability. The lives of the carry funds, including available contemplated extensions, for which a liability for potential clawback obligations has been\nrecorded for financial reporting purposes, are currently anticipated to expire at various points through 2032. Further extensions of such terms may be\nimplemented under given circumstances.\nFor financial reporting purposes, when applicable, the general partners record a liability for potential clawback obligations to the limited partners of\nsome of the carry funds due to changes in the unrealized value of a fund’s remaining investments and where the fund’s general partner has previously\nreceived Performance Allocation distributions with respect to such fund’s realized investments.\nThe following table presents the clawback obligations by segment:\n \n \n  \nDecember 31,\n \n  \n2022\n  \n2021\nSegment\n  \nBlackstone\nHoldings\n  \nCurrent and\nFormer\nPersonnel (a)   \nTotal (b)\n  \nBlackstone\nHoldings\n  \nCurrent and\nFormer\nPersonnel (a)   \nTotal (b)\nReal Estate\n  $\n78,644   $\n51,771   $\n130,415   $\n34,080   $\n20,186   $\n54,266 \nPrivate Equity\n   \n19,279    \n8,569    \n27,848    \n5,158    \n2,196    \n7,354 \nCredit & Insurance\n   \n223    \n205    \n428    \n12,439    \n14,641    \n27,080 \n  \n  \n  \n  \n  \n  \n \n  $\n98,146   $\n60,545   $\n158,691   $\n51,677   $\n37,023   $\n88,700 \n  \n  \n  \n  \n  \n  \n \n(a) The split of clawback between Blackstone Holdings and Current and Former Personnel is based on the performance of individual investments held by a\nfund rather than on a fund by fund basis.\n(b) Total is a component of Due to Affiliates. See Note 18. “Related Party Transactions —Affiliate Receivables and Payables — Due to Affiliates.”\nDuring the year ended December 31, 2022, the Blackstone general partners paid a cash clawback obligation of $ 27.2 million relating to Blackstone\nCredit of which $12.5 million was paid by Blackstone Holdings and $ 14.7 million by current and former Blackstone personnel.\nFor Private Equity, Real Estate, and certain Credit & Insurance Funds, a portion of the Performance Allocations paid to current and former Blackstone\npersonnel is held in segregated accounts in the event of a cash clawback obligation. These segregated accounts are not included in the Consolidated\nFinancial Statements of Blackstone, except to the extent a portion of the assets held in the segregated accounts may be allocated to a consolidated\nBlackstone fund of hedge funds. At December 31, 2022, $1.1 billion was held in segregated accounts for the purpose of meeting any clawback obligations\nof current and former personnel if such payments are required.\nIn the Credit & Insurance segment, payment of Performance Allocations to Blackstone by the majority of the stressed/distressed, mezzanine and credit\nalpha strategies funds are substantially deferred under the terms of the partnership agreements. This deferral mitigates the need to hold funds in\nsegregated accounts in the event of a cash clawback obligation.\n \n215\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIf, at December 31, 2022, all of the investments held by Blackstone’s carry funds were deemed worthless, a possibility that management views as\nremote, the amount of Performance Allocations subject to potential clawback would be $6.0 billion, on an after-tax basis where applicable, of which\nBlackstone Holdings is potentially liable for $5.7 billion if current and former Blackstone personnel default on their share of the liability, a possibility that\nmanagement also views as remote.\n20. Segment Reporting\nBlackstone transacts its primary business in the United States and substantially all of its revenues are generated domestically.\nBlackstone conducts its alternative asset management businesses through four segments:\n \n \n•\n \nReal Estate – Blackstone’s Real Estate segment primarily comprises its management of opportunistic real estate funds, Core+ real estate funds,\nhigh-yield real estate debt funds, liquid real estate debt funds.\n \n•\n \nPrivate Equity – Blackstone’s Private Equity segment includes its management of flagship corporate private equity funds, sector and\ngeographically-focused corporate private equity funds, core private equity funds, an opportunistic investment platform, a secondary fund of\nfunds business, infrastructure-focused funds, a life sciences investment platform, a growth equity investment platform, a multi-asset investment\nprogram for eligible high net worth investors and a capital markets services business.\n \n•\n \nCredit & Insurance – Blackstone’s Credit & Insurance segment consists principally of Blackstone Credit, which is organized into two overarching\nstrategies: private credit (which includes mezzanine direct lending funds, private placement strategies, stressed/distressed strategies and\nenergy strategies) and liquid credit (which consists of CLOs, closed-ended funds, open-ended funds and separately managed accounts). In\naddition, the segment includes an insurer-focused platform, an asset-based finance platform and publicly traded master limited partnership\ninvestment platform. \n \n•\n \nHedge Fund Solutions – The largest component of Blackstone’s Hedge Fund Solutions segment is Blackstone Alternative Asset Management,\nwhich manages a broad range of commingled and customized hedge fund of fund solutions. The segment also includes a GP Stakes business\nand investment platforms that invest directly, as well as investment platforms that seed new hedge fund businesses and create alternative\nsolutions through daily liquidity products.\nThese business segments are differentiated by their various investment strategies. Each of the segments primarily earns its income from management\nfees and investment returns on assets under management.\nSegment Distributable Earnings is Blackstone’s segment profitability measure used to make operating decisions and assess performance across\nBlackstone’s four segments.\nFor the year ended December 31, 2022, Blackstone Real Estate Investment Trust (“BREIT”), a vehicle in the Real Estate segment accounted for\n$841.3 million of Blackstone’s Management and Advisory Fees, Net. Generally, Blackstone identifies the customer as the investors in its managed funds\nand investment vehicles; but for certain widely held vehicles like BREIT, the fund or investment vehicle is determined to be the customer. Blackstone\nevaluates the major customer disclosure in the context of its revenue streams as determined under the GAAP guidance for contracts with customers which\nincludes Management and Advisory Fees, Net and Incentive Fees. For the years ended December 31, 2021 and 2020, no individual customer constituted\nmore than 10% of Blackstone’s Management and Advisory Fees, Net and Incentive Fees.\nSegment Distributable Earnings represents the net realized earnings of Blackstone’s segments and is the sum of Fee Related Earnings and Net\nRealizations for each segment. Blackstone’s segments are presented on a basis\n \n216\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nthat deconsolidates Blackstone Funds, eliminates non-controlling ownership interests in Blackstone’s consolidated operating partnerships, removes the\namortization of intangible assets and removes Transaction-Related Charges. Transaction-Related Charges arise from corporate actions including\nacquisitions, divestitures and Blackstone’s initial public offering. They consist primarily of equity-based compensation charges, gains and losses on\ncontingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a change in tax law or similar event,\ntransaction costs and any gains or losses associated with these corporate actions.\nFor segment reporting purposes, Segment Distributable Earnings is presented along with its major components, Fee Related Earnings and Net\nRealizations. Fee Related Earnings is used to assess Blackstone’s ability to generate profits from revenues that are measured and received on a recurring\nbasis and not subject to future realization events. Net Realizations is the sum of Realized Principal Investment Income and Realized Performance Revenues\nless Realized Performance Compensation. Performance Allocations and Incentive Fees are presented together and referred to collectively as Performance\nRevenues or Performance Compensation.\nSegment Presentation\nThe following tables present the financial data for Blackstone’s four segments as of December 31, 2022 and 2021, and for the years ended\nDecember 31, 2022, 2021 and 2020.\n \n \n  \nDecember 31, 2022 and the Year Then Ended\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n Total Segments\nManagement and Advisory Fees, Net\n  \n \n \n \n \nBase Management Fees\n  $\n2,462,179  $\n1,786,923  $\n1,230,710  $\n565,226  $\n6,045,038 \nTransaction, Advisory and Other Fees, Net\n   \n171,424   \n97,876   \n34,624   \n6,193   \n310,117 \nManagement Fee Offsets\n   \n(10,538)   \n(56,062)   \n(5,432)   \n(177)   \n(72,209) \n  \nTotal Management and Advisory Fees, Net\n   \n2,623,065   \n1,828,737   \n1,259,902   \n571,242   \n6,282,946 \nFee Related Performance Revenues\n   \n1,075,424   \n(648)   \n374,721   \n—   \n1,449,497 \nFee Related Compensation\n   (1,039,125)   \n(575,194)   \n(529,784)   \n(186,672)   (2,330,775) \nOther Operating Expenses\n   \n(315,331)   \n(304,177)   \n(264,181)   \n(105,334)   \n(989,023) \n  \nFee Related Earnings\n   \n2,344,033   \n948,718   \n840,658   \n279,236   \n4,412,645 \n  \nRealized Performance Revenues\n   \n2,985,713   \n1,191,028   \n147,413   \n137,184   \n4,461,338 \nRealized Performance Compensation\n   (1,168,045)   \n(544,229)   \n(63,846)   \n(37,977)   (1,814,097) \nRealized Principal Investment Income\n   \n150,790   \n139,767   \n80,993   \n24,706   \n396,256 \n  \nTotal Net Realizations\n   \n1,968,458   \n786,566   \n164,560   \n123,913   \n3,043,497 \n  \nTotal Segment Distributable Earnings\n  $\n4,312,491  $\n1,735,284  $\n1,005,218  $\n403,149  $\n7,456,142 \n  \nSegment Assets\n  $ 14,637,693  $ 14,142,313  $\n6,346,001  $\n2,821,753  $ 37,947,760 \n  \n \n217\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31, 2021 and the Year Then Ended\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n Total Segments\nManagement and Advisory Fees, Net\n    \n    \n    \n    \n    \n \nBase Management Fees\n  $\n1,895,412  $\n1,521,273  $\n765,905  $\n636,685  $\n4,819,275 \nTransaction, Advisory and Other Fees, Net\n   \n160,395   \n174,905   \n44,868   \n11,770   \n391,938 \nManagement Fee Offsets\n   \n(3,499)   \n(33,247)   \n(6,653)   \n(572)   \n(43,971) \n  \nTotal Management and Advisory Fees, Net\n   \n2,052,308   \n1,662,931   \n804,120   \n647,883   \n5,167,242 \nFee Related Performance Revenues\n   \n1,695,019   \n212,128   \n118,097   \n—   \n2,025,244 \nFee Related Compensation\n   (1,161,349)   \n(662,824)   \n(367,322)   \n(156,515)   (2,348,010) \nOther Operating Expenses\n   \n(234,505)   \n(264,468)   \n(199,912)   \n(94,792)   \n(793,677) \n  \nFee Related Earnings\n   \n2,351,473   \n947,767   \n354,983   \n396,576   \n4,050,799 \n  \nRealized Performance Revenues\n   \n1,119,612   \n2,263,099   \n209,421   \n290,980   \n3,883,112 \nRealized Performance Compensation\n   \n(443,220)   \n(943,199)   \n(94,450)   \n(76,701)   (1,557,570) \nRealized Principal Investment Income\n   \n196,869   \n263,368   \n70,796   \n56,733   \n587,766 \n  \nTotal Net Realizations\n   \n873,261   \n1,583,268   \n185,767   \n271,012   \n2,913,308 \n  \nTotal Segment Distributable Earnings\n  $\n3,224,734  $\n2,531,035  $\n540,750  $\n667,588  $\n6,964,107 \n  \nSegment Assets\n  $ 14,866,437  $ 15,242,626  $\n6,522,091  $\n2,791,939  $ 39,423,093 \n  \n \n  \nYear Ended December 31, 2020\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n Total Segments\nManagement and Advisory Fees, Net\n    \n    \n    \n    \n    \n \nBase Management Fees\n  $\n1,553,483  $\n1,232,028  $\n603,713  $\n582,830  $\n3,972,054 \nTransaction, Advisory and Other Fees, Net\n   \n98,225   \n82,440   \n21,311   \n5,899   \n207,875 \nManagement Fee Offsets\n   \n(13,020)   \n(44,628)   \n(10,466)   \n(650)   \n(68,764) \n  \nTotal Management and Advisory Fees, Net\n   \n1,638,688   \n1,269,840   \n614,558   \n588,079   \n4,111,165 \nFee Related Performance Revenues\n   \n338,161   \n—   \n40,515   \n—   \n378,676 \nFee Related Compensation\n   \n(618,105)   \n(455,538)   \n(261,214)   \n(161,713)   (1,496,570) \nOther Operating Expenses\n   \n(183,132)   \n(195,213)   \n(165,114)   \n(79,758)   \n(623,217) \n  \nFee Related Earnings\n   \n1,175,612   \n619,089   \n228,745   \n346,608      2,370,054 \n  \nRealized Performance Revenues\n   \n787,768   \n877,493   \n20,943   \n179,789   \n1,865,993 \nRealized Performance Compensation\n   \n(312,698)   \n(366,949)   \n(3,476)   \n(31,224)   \n(714,347) \nRealized Principal Investment Income\n   \n24,764   \n72,089   \n7,970   \n54,110   \n158,933 \n  \nTotal Net Realizations\n   \n499,834   \n582,633   \n25,437   \n202,675   \n1,310,579 \n  \nTotal Segment Distributable Earnings\n  $   1,675,446  $   1,201,722  $\n254,182  $\n   549,283  $\n3,680,633 \n  \n \n218\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nReconciliations of Total Segment Amounts\nThe following tables reconcile the Total Segment Revenues, Expenses and Distributable Earnings to their equivalent GAAP measure for the years\nended December 31, 2022, 2021 and 2020 along with Total Assets as of December 31, 2022 and 2021:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nRevenues\n    \n    \n    \n \nTotal GAAP Revenues\n  $\n8,517,673  $\n22,577,148  $\n6,101,927 \nLess: Unrealized Performance Revenues (a)\n   \n3,436,978   \n(8,675,246)   \n384,758 \nLess: Unrealized Principal Investment (Income) Loss (b)\n   \n1,235,529   \n(679,767)   \n101,742 \nLess: Interest and Dividend Revenue (c)\n   \n(285,075)   \n(163,044)   \n(130,112) \nLess: Other Revenue (d)\n   \n(183,754)   \n(202,885)   \n253,693 \nImpact of Consolidation (e)\n   \n(109,379)   \n(1,197,854)   \n(234,148) \nAmortization of Intangibles (f)\n   \n—   \n—   \n1,548 \nTransaction-Related Charges (g)\n   \n(24,656)   \n660   \n29,837 \nIntersegment Eliminations\n   \n2,721   \n4,352   \n5,522 \n  \nTotal Segment Revenue (h)\n  $    12,590,037  $    11,663,364  $     6,514,767 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nExpenses\n    \n    \n    \n \nTotal GAAP Expenses\n  $\n4,973,025  $\n9,476,617  $\n3,479,566 \nLess: Unrealized Performance Allocations Compensation (i)\n   \n1,470,588   \n(3,778,048)   \n154,516 \nLess: Equity-Based Compensation (j)\n   \n(782,090)   \n(559,537)   \n(333,767) \nLess: Interest Expense (k)\n   \n(316,569)   \n(196,632)   \n(165,022) \nImpact of Consolidation (e)\n   \n(61,644)   \n(25,673)   \n(26,088) \nAmortization of Intangibles (f)\n   \n(60,481)   \n(68,256)   \n(64,436) \nTransaction-Related Charges (g)\n   \n(81,789)   \n(143,378)   \n(210,892) \nAdministrative Fee Adjustment (l)\n   \n(9,866)   \n(10,188)   \n(5,265) \nIntersegment Eliminations\n   \n2,721   \n4,352   \n5,522 \n  \nTotal Segment Expenses (m)\n  $     5,133,895  $     4,699,257  $     2,834,134 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nOther Income\n    \n    \n    \n \nTotal GAAP Other Income\n  $\n(82,859)  $           458,865  $\n(4,841) \nImpact of Consolidation (e)\n   \n82,859   \n(458,865)   \n        4,841 \n  \nTotal Segment Other Income\n  $\n—  $\n—  $\n— \n  \n \n219\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nIncome Before Provision for Taxes\n    \n    \n    \n \nTotal GAAP Income Before Provision for Taxes\n  $ 3,461,789  $13,559,396  $ 2,617,520 \nLess: Unrealized Performance Revenues (a)\n   3,436,978   (8,675,246)   \n384,758 \nLess: Unrealized Principal Investment (Income) Loss (b)\n   1,235,529   \n(679,767)   \n101,742 \nLess: Interest and Dividend Revenue (c)\n   \n(285,075)   \n(163,044)   \n(130,112) \nLess: Other Revenue (d)\n   \n(183,754)   \n(202,885)   \n253,693 \nPlus: Unrealized Performance Allocations Compensation (i)\n   (1,470,588)   3,778,048   \n(154,516) \nPlus: Equity-Based Compensation (j)\n   \n782,090   \n559,537   \n333,767 \nPlus: Interest Expense (k)\n   \n316,569   \n196,632   \n165,022 \nImpact of Consolidation (e)\n   \n35,124   (1,631,046)   \n(203,219) \nAmortization of Intangibles (f)\n   \n60,481   \n68,256   \n65,984 \nTransaction-Related Charges (g)\n   \n57,133   \n144,038   \n240,729 \nAdministrative Fee Adjustment (l)\n   \n9,866   \n10,188   \n5,265 \n  \nTotal Segment Distributable Earnings\n  $ 7,456,142  $ 6,964,107  $ 3,680,633 \n  \n \n \n  \nAs of December 31,\n \n  \n2022\n \n2021\nTotal Assets\n    \n  \n  \n \nTotal GAAP Assets\n  $42,524,227  \n$41,196,408 \nImpact of Consolidation (e)\n   (4,576,467)  \n (1,773,315) \n  \nTotal Segment Assets\n  $37,947,760  \n$39,423,093 \n  \n \nSegment basis presents revenues and expenses on a basis that deconsolidates the investment funds Blackstone manages and excludes the amortization of\nintangibles and Transaction-Related Charges.\n(a) This adjustment removes Unrealized Performance Revenues on a segment basis.\n(b) This adjustment removes Unrealized Principal Investment Income (Loss) on a segment basis.\n(c)\nThis adjustment removes Interest and Dividend Revenue on a segment basis.\n(d) This adjustment removes Other Revenue on a segment basis. For the years ended December 31, 2022, 2021 and 2020, Other Revenue on a GAAP\nbasis was $184.6 million, $203.1 million and $(253.1) million and included $182.9 million, $200.6 million and $(257.8) million of foreign exchange gains\n(losses), respectively.\n(e) This adjustment reverses the effect of consolidating Blackstone Funds, which are excluded from Blackstone’s segment presentation. This adjustment\nincludes the elimination of Blackstone’s interest in these funds, the removal of revenue from the reimbursement of certain expenses by the Blackstone\nFunds, which are presented gross under GAAP but netted against Management and Advisory Fees, Net in the Total Segment measures, and the\nremoval of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-controlling interests.\n(f)\nThis adjustment removes the amortization of transaction-related intangibles, which are excluded from Blackstone’s segment presentation. This amount\nincludes amortization of intangibles associated with Blackstone’s investment in Pátria, which was historically accounted for under the equity method.\nAs a result of Pátria’s IPO in January 2021, equity method has been discontinued and there is no longer amortization of intangibles associated with the\ninvestment.\n(g) This adjustment removes Transaction-Related Charges, which are excluded from Blackstone’s segment presentation. Transaction-Related Charges\narise from corporate actions including acquisitions, divestitures, and Blackstone’s initial public offering. They consist primarily of equity-based\ncompensation charges, gains\n \n220\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \nand losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a change in tax law or\nsimilar event, transaction costs and any gains or losses associated with these corporate actions.\n(h) Total Segment Revenues is comprised of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nTotal Segment Management and Advisory Fees, Net\n  $ 6,282,946   $ 5,167,242   $ 4,111,165 \nTotal Segment Fee Related Performance Revenues\n   1,449,497    2,025,244    \n378,676 \nTotal Segment Realized Performance Revenues\n   4,461,338    3,883,112    1,865,993 \nTotal Segment Realized Principal Investment Income\n   \n396,256    \n587,766    \n158,933 \n  \n  \n  \nTotal Segment Revenues\n  $12,590,037   $11,663,364   $ 6,514,767 \n  \n  \n  \n \n(i)\nThis adjustment removes Unrealized Performance Allocations Compensation.\n(j)\nThis adjustment removes Equity-Based Compensation on a segment basis.\n(k)\nThis adjustment adds back Interest Expense on a segment basis, excluding interest expense related to the Tax Receivable Agreement.\n(l)\nThis adjustment adds an amount equal to an administrative fee collected on a quarterly basis from certain holders of Blackstone Holdings Partnership\nUnits. The administrative fee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other Operating Expenses in\nBlackstone’s segment presentation.\n(m) Total Segment Expenses is comprised of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n  \n2021\n  \n2020\nTotal Segment Fee Related Compensation\n  $ 2,330,775   $ 2,348,010   $ 1,496,570 \nTotal Segment Realized Performance Compensation\n   1,814,097    1,557,570    \n714,347 \nTotal Segment Other Operating Expenses\n   \n989,023    \n793,677    \n623,217 \n  \n  \n  \nTotal Segment Expenses\n  $ 5,133,895   $ 4,699,257   $ 2,834,134 \n  \n  \n  \nReconciliations of Total Segment Components\nThe following tables reconcile the components of Total Segments to their equivalent GAAP measures, reported on the Consolidated Statement of\nOperations for the years ended December 31, 2022, 2021 and 2020:\n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nManagement and Advisory Fees, Net\n    \n    \n    \n \nGAAP\n  $ 6,303,315  $ 5,170,707  $ 4,092,549 \nSegment Adjustment (a)\n   \n(20,369)   \n(3,465)   \n18,616 \n  \nTotal Segment\n  $ 6,282,946  $ 5,167,242  $ 4,111,165 \n  \n \n221\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nGAAP Realized Performance Revenues to Total Segment Fee Related Performance Revenues\n    \n    \n    \n \nGAAP\n    \n    \n    \n \nIncentive Fees\n  $\n525,127  $\n253,991  $\n138,661 \nInvestment Income — Realized Performance Allocations\n   \n5,381,640   \n5,653,452   \n2,106,000 \n  \nGAAP\n   \n5,906,767   \n5,907,443   \n2,244,661 \nTotal Segment\n    \n    \n    \n \nLess: Realized Performance Revenues\n   (4,461,338)   (3,883,112)   (1,865,993) \nSegment Adjustment (b)\n   \n4,068   \n913   \n8 \n  \nTotal Segment\n  $ 1,449,497  $ 2,025,244  $\n378,676 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nGAAP Compensation to Total Segment Fee Related Compensation\n    \n    \n    \n \nGAAP\n    \n    \n    \n \nCompensation\n  $ 2,569,780  $ 2,161,973  $ 1,855,619 \nIncentive Fee Compensation\n   \n207,998   \n98,112   \n44,425 \nRealized Performance Allocations Compensation\n   2,225,264   2,311,993   \n843,230 \n  \nGAAP\n   5,003,042   4,572,078   2,743,274 \nTotal Segment\n    \n    \n    \n \nLess: Realized Performance Compensation\n   (1,814,097)   (1,557,570)   \n(714,347) \nLess: Equity-Based Compensation — Fee Related Compensation\n   \n(772,170)   \n(551,263)   \n(326,116) \nLess: Equity-Based Compensation — Performance Compensation\n   \n(9,920)   \n(8,274)   \n(7,651) \nSegment Adjustment (c)\n   \n(76,080)   \n(106,961)   \n(198,590) \n  \nTotal Segment\n  $ 2,330,775  $ 2,348,010  $ 1,496,570 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nGAAP General, Administrative and Other to Total Segment Other Operating Expenses\n    \n    \n    \n \nGAAP\n  $ 1,092,671  $\n917,847  $\n711,782 \nSegment Adjustment (d)\n   \n(103,648)   \n(124,170)   \n(88,565) \n  \nTotal Segment\n  $\n989,023  $\n793,677  $\n623,217 \n  \n \n222\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nRealized Performance Revenues\n    \n    \n    \n \nGAAP\n    \n    \n    \n \nIncentive Fees\n  $\n525,127  $\n253,991  $\n138,661 \nInvestment Income — Realized Performance Allocations\n   \n5,381,640   \n5,653,452   \n2,106,000 \n  \nGAAP\n   \n5,906,767   \n5,907,443   \n2,244,661 \nTotal Segment\n    \n    \n    \n \nLess: Fee Related Performance Revenues\n   \n(1,449,497)   \n(2,025,244)   \n(378,676) \nSegment Adjustment (b)\n   \n4,068   \n913   \n8 \n  \nTotal Segment\n  $     4,461,338  $     3,883,112  $     1,865,993 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nRealized Performance Compensation\n    \n  \n  \n  \n  \n \nGAAP\n    \n  \n  \n  \n  \n \nIncentive Fee Compensation\n  $\n207,998  \n$\n98,112  \n$\n44,425 \nRealized Performance Allocations Compensation\n   \n2,225,264  \n \n2,311,993  \n \n843,230 \n  \nGAAP\n   \n2,433,262  \n \n2,410,105  \n \n887,655 \nTotal Segment\n    \n  \n  \n  \n  \n \nLess: Fee Related Performance Compensation (e)\n   \n(609,245)  \n \n(844,261)  \n \n(165,657) \nLess: Equity-Based Compensation — Performance Compensation\n   \n(9,920)  \n \n(8,274)  \n \n(7,651) \n  \nTotal Segment\n  $    1,814,097  \n$    1,557,570  \n$     714,347 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2022\n \n2021\n \n2020\nRealized Principal Investment Income\n    \n  \n  \n  \n  \n \nGAAP\n  $\n850,327  \n$     1,003,822  \n$\n391,628 \nSegment Adjustment (f)\n   \n(454,071)  \n \n(416,056)  \n \n(232,695) \n  \nTotal Segment\n  $     396,256  \n$\n587,766  \n$     158,933 \n  \n \nSegment basis presents revenues and expenses on a basis that deconsolidates the investment funds Blackstone manages and excludes the amortization of\nintangibles, the expense of equity-based awards and Transaction-Related Charges.\n(a) Represents (1) the add back of net management fees earned from consolidated Blackstone Funds which have been eliminated in consolidation, and\n(2) the removal of revenue from the reimbursement of certain expenses by the Blackstone Funds, which are presented gross under GAAP but netted\nagainst Management and Advisory Fees, Net in the Total Segment measures.\n(b) Represents the add back of Performance Revenues earned from consolidated Blackstone Funds which have been eliminated in consolidation.\n(c)\nRepresents the removal of Transaction-Related Charges that are not recorded in the Total Segment measures.\n(d) Represents the (1) removal of amortization of transaction-related intangibles, (2) removal of certain expenses reimbursed by the Blackstone Funds,\nwhich are presented gross under GAAP but netted against Management and Advisory Fees, Net in the Total Segment measures, and (3) a reduction\nequal to an administrative fee\n \n223\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \ncollected on a quarterly basis from certain holders of Blackstone Holdings Partnership Units which is accounted for as a capital contribution under\nGAAP, but is reflected as a reduction of Other Operating Expenses in Blackstone’s segment presentation.\n(e) Fee related performance compensation may include equity-based compensation based on fee related performance revenues.\n(f)\nRepresents (1) the add back of Principal Investment Income, including general partner income, earned from consolidated Blackstone Funds which have\nbeen eliminated in consolidation, and (2) the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held\nby non-controlling interests.\n \n21. Subsequent Events\nThere have been no events since December 31, 2022 that require recognition or disclosure in the Consolidated Financial Statements.\n \n224\nItem 8A.\nUnaudited Supplemental Presentation of Statements of Financial Condition\nBlackstone Inc.\nUnaudited Consolidating Statements of Financial Condition\n(Dollars in Thousands)\n \n \n \n  \nDecember 31, 2022\n \n  \nConsolidated\nOperating\nPartnerships  \nConsolidated\nBlackstone\nFunds (a)\n  \nReclasses and\nEliminations  \nConsolidated\nAssets\n  \n \n  \n \nCash and Cash Equivalents\n  $ 4,252,003  $\n—   $\n—  $ 4,252,003 \nCash Held by Blackstone Funds and Other\n   \n—   \n241,712    \n—   \n241,712 \nInvestments\n   23,236,603   5,136,542    \n(819,894)   27,553,251 \nAccounts Receivable\n   \n407,681   \n55,223    \n—   \n462,904 \nDue from Affiliates\n   4,185,982   \n8,417    \n(47,692)   4,146,707 \nIntangible Assets, Net\n   \n217,287   \n—    \n—   \n217,287 \nGoodwill\n   1,890,202   \n—    \n—   1,890,202 \nOther Assets\n   \n798,299   \n2,159    \n—   \n800,458 \nRight-of-Use Assets\n   \n896,981   \n—    \n—   \n896,981 \nDeferred Tax Assets\n   2,062,722   \n—    \n—   2,062,722 \n  \n  \nTotal Assets\n  $37,947,760  $ 5,444,053   $\n(867,586)  $42,524,227 \n  \n  \nLiabilities and Equity\n  \n \n  \n \nLoans Payable\n  $10,899,584  $ 1,450,000   $\n—  $12,349,584 \nDue to Affiliates\n   2,039,549   \n128,681    \n(49,749)   2,118,481 \nAccrued Compensation and Benefits\n   6,101,801   \n—    \n—   6,101,801 \nSecurities Sold, Not Yet Purchased\n   \n3,825   \n—    \n—   \n3,825 \nRepurchase Agreements\n   \n89,944   \n—    \n—   \n89,944 \nOperating Lease Liabilities\n   1,021,454   \n—    \n—   1,021,454 \nAccounts Payable, Accrued Expenses and Other\n  \n \n  \n \nLiabilities\n   1,132,213   \n25,858    \n—   1,158,071 \n  \n  \nTotal Liabilities\n   21,288,370   1,604,539    \n(49,749)   22,843,160 \n  \n  \nRedeemable Non-Controlling Interests in Consolidated Entities\n   \n3   1,715,003    \n—   1,715,006 \n  \n  \nEquity\n  \n \n  \n \nCommon Stock\n   \n7   \n—    \n—   \n7 \nSeries I Preferred Stock\n   \n—   \n—    \n—   \n— \nSeries II Preferred Stock\n   \n—   \n—    \n—   \n— \nAdditional Paid-in-Capital\n   5,935,273   \n800,381    \n(800,381)   5,935,273 \nRetained Earnings\n   1,748,106   \n17,456    \n(17,456)   1,748,106 \nAccumulated Other Comprehensive Income (Loss)\n   \n(35,346)   \n7,871    \n—   \n(27,475) \nNon-Controlling Interests in Consolidated Entities\n   3,757,677   1,298,803    \n—   5,056,480 \nNon-Controlling Interests in Blackstone Holdings\n   5,253,670   \n—    \n—   5,253,670 \n  \n  \nTotal Equity\n   16,659,387   2,124,511    \n(817,837)   17,966,061 \n  \n  \nTotal Liabilities and Equity\n  $37,947,760  $ 5,444,053   $\n(867,586)  $42,524,227 \n  \n  \n \n225\nBlackstone Inc.\nUnaudited Consolidating Statements of Financial Condition—Continued\n(Dollars in Thousands)\n \n \n \n  \nDecember 31, 2021\n \n  \nConsolidated\nOperating\nPartnerships  \nConsolidated\nBlackstone\nFunds (a)\n  \nReclasses and\nEliminations  \nConsolidated\nAssets\n  \n \n  \n \nCash and Cash Equivalents\n  $ 2,119,738  $\n—   $\n—  $ 2,119,738 \nCash Held by Blackstone Funds and Other\n   \n—   \n79,994    \n—   \n79,994 \nInvestments\n   27,041,225   2,018,829    \n(395,011)   28,665,043 \nAccounts Receivable\n   \n571,936   \n64,680    \n—   \n636,616 \nDue from Affiliates\n   4,652,295   \n15,031    \n(10,459)   4,656,867 \nIntangible Assets, Net\n   \n284,384   \n—    \n—   \n284,384 \nGoodwill\n   1,890,202   \n—    \n—   1,890,202 \n\n\nOther Assets\n   \n492,685   \n251    \n—   \n492,936 \nRight-of-Use Assets\n   \n788,991   \n—    \n—   \n788,991 \nDeferred Tax Assets\n   1,581,637   \n—    \n—   1,581,637 \n  \n  \nTotal Assets\n  $39,423,093  $ 2,178,785   $\n(405,470)  $41,196,408 \n  \n  \nLiabilities and Equity\n  \n \n  \n \nLoans Payable\n  $ 7,748,062  $\n101   $\n—  $ 7,748,163 \nDue to Affiliates\n   1,812,223   \n104,334    \n(10,459)   1,906,098 \nAccrued Compensation and Benefits\n   7,905,070   \n—    \n—   7,905,070 \nSecurities Sold, Not Yet Purchased\n   \n4,292   \n23,557    \n—   \n27,849 \nRepurchase Agreements\n   \n42,000   \n15,980    \n—   \n57,980 \nOperating Lease Liabilities\n   \n908,033   \n—    \n—   \n908,033 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n926,749   \n10,420    \n—   \n937,169 \n  \n  \nTotal Liabilities\n   19,346,429   \n154,392    \n(10,459)   19,490,362 \n  \n  \nRedeemable Non-Controlling Interests in Consolidated Entities\n   \n22,002   \n46,026    \n—   \n68,028 \n  \n  \nEquity\n  \n \n  \n \nCommon Stock\n   \n7   \n—    \n—   \n7 \nSeries I Preferred Stock\n   \n—   \n—    \n—   \n— \nSeries II Preferred Stock\n   \n—   \n—    \n—   \n— \nAdditional Paid-in-Capital\n   5,794,727   \n349,822    \n(349,822)   5,794,727 \nRetained Earnings\n   3,647,785   \n45,189    \n(45,189)   3,647,785 \nAccumulated Other Comprehensive Loss\n   \n(19,626)   \n—    \n—   \n(19,626) \nNon-Controlling Interests in Consolidated Entities\n   4,017,297   1,583,356    \n—   5,600,653 \nNon-Controlling Interests in Blackstone Holdings\n   6,614,472   \n—    \n—   6,614,472 \n  \n  \nTotal Equity\n   20,054,662   1,978,367    \n(395,011)   21,638,018 \n  \n  \nTotal Liabilities and Equity\n  $39,423,093  $ 2,178,785   $\n(405,470)  $41,196,408 \n  \n  \n \n(a) The Consolidated Blackstone Funds consisted of the following:\nBlackstone / GSO Global Dynamic Credit Feeder Fund (Cayman) LP\n \n226\nBlackstone / GSO Global Dynamic Credit Funding Designated Activity Company\nBlackstone / GSO Global Dynamic Credit Master Fund\nBlackstone / GSO Global Dynamic Credit USD Feeder Fund (Ireland)\nBlackstone Annex Onshore Fund L.P.\nBlackstone Horizon Fund L.P.\nBlackstone Real Estate Special Situations Holdings L.P.\nBlackstone Strategic Alliance Fund L.P.\nBTD CP Holdings LP\nBlackstone Dislocation Fund L.P.*\nBEPIF (Aggregator) SCSp*\nBX Shipston SCSp*\nBlackstone Private Equity Strategies Fund L.P.*\nBlackstone Private Equity Strategies Fund SICAV*\nBlackstone Infrastructure Hogan Co-Invest (CYM) L.P.*\nMezzanine side-by-side investment vehicles\nPrivate equity side-by-side investment vehicles\nReal estate side-by-side investment vehicles\nHedge Fund Solutions side-by-side investment vehicles.\n \n*\nConsolidated as of December 31, 2022 only.\n \nItem 9.\nChanges in and Disagreements With Accountants on Accounting and Financial Disclosure\nNone.\n \nItem 9A.\nControls and Procedures\nWe maintain “disclosure controls and procedures,” as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of\n1934 (the “Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange\nAct is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that\nsuch information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to\nallow timely decisions regarding required disclosure. In designing disclosure controls and procedures, our management necessarily was required to apply its\njudgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures\nalso is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in\nachieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only\nreasonable assurance of achieving the desired objectives.\nOur management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and\nprocedures pursuant to Rule 13a-15 under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, our Chief\nExecutive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, our disclosure controls and procedures\n(as defined in Rule 13a-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that\ninformation we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the\ntime periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our\nmanagement, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.\n \n227\nNo change in our internal control over financial reporting (as such term is defined in Rules 13a–15(f) and 15d–15(f) under the Exchange Act) occurred\nduring our most recent quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.\n\n\nManagement’s Report on Internal Control Over Financial Reporting\nManagement of Blackstone Inc. and subsidiaries (“Blackstone”) is responsible for establishing and maintaining adequate internal control over financial\nreporting. Blackstone’s internal control over financial reporting is a process designed under the supervision of its principal executive and principal financial\nofficers to provide reasonable assurance regarding the reliability of financial reporting and the preparation of its consolidated financial statements for\nexternal reporting purposes in accordance with accounting principles generally accepted in the United States of America.\nBlackstone’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable\ndetail, accurately and fairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to\npermit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures are being made\nonly in accordance with authorizations of management and the directors; and provide reasonable assurance regarding prevention or timely detection of\nunauthorized acquisition, use or disposition of Blackstone’s assets that could have a material effect on its financial statements.\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. In addition, projections of any\nevaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the\ndegree of compliance with the policies or procedures may deteriorate.\nManagement conducted an assessment of the effectiveness of Blackstone’s internal control over financial reporting as of December 31, 2022 based on\nthe framework established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway\nCommission. Based on this assessment, management has determined that Blackstone’s internal control over financial reporting as of December 31, 2022\nwas effective.\nDeloitte & Touche LLP, an independent registered public accounting firm, has audited Blackstone’s financial statements included in this report on\nForm 10-K and issued its report on the effectiveness of Blackstone’s internal control over financial reporting as of December 31, 2022, which is included\nherein.\n \nItem 9B.\nOther Information\nSection 13(r) Disclosure\nPursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, Blackstone\nhereby incorporates by reference herein Exhibit 99.1 of this report, which includes disclosures provided to us by Atlantia S.p.A.\n \nItem 9C.\nDisclosures Regarding Foreign Jurisdictions that Prevent Inspections\nNot applicable.\n \n228\nPart III.\n \nItem 10.\nDirectors, Executive Officers and Corporate Governance\nDirectors and Executive Officers of Blackstone Inc.\nOur directors and executive officers as of the date of this filing are:\n \nName\n  \nAge\n  \nPosition\nStephen A. Schwarzman\n  \n76\n  Founder, Chairman and Chief Executive Officer and Director\nJonathan D. Gray\n  \n53\n  President, Chief Operating Officer and Director\nMichael S. Chae\n  \n54\n  Chief Financial Officer\nJohn G. Finley\n  \n66\n  Chief Legal Officer\nJoseph P. Baratta\n  \n52\n  Director\nKelly A. Ayotte\n  \n54\n  Director\nJames W. Breyer\n  \n61\n  Director\nReginald J. Brown\n  \n55\n  Director\nSir John Antony Hood\n  \n71\n  Director\nRochelle B. Lazarus\n  \n75\n  Director\nThe Right Honorable Brian Mulroney\n  \n83\n  Director\nWilliam G. Parrett\n  \n77\n  Director\nRuth Porat\n  \n65\n  Director\nStephen A. Schwarzman is the Chairman, Chief Executive Officer and Co-Founder of Blackstone and the Chairman of our board of directors.\nMr. Schwarzman was elected Chairman of the board of directors effective March 20, 2007. He also sits on the firm’s Management Committee.\nMr. Schwarzman has been involved in all phases of the firm’s development since its founding in 1985. Mr. Schwarzman is an active philanthropist with a\nhistory of supporting education, as well as culture and the arts, among other things. In 2020, he signed The Giving Pledge, committing to give the majority of\nhis wealth to philanthropic causes. In both business and philanthropy, Mr. Schwarzman has dedicated himself to tackling big problems with transformative\nsolutions. In June 2019, he donated £150 million to the University of Oxford to help redefine the study of the humanities for the 21st century. His gift – the\nlargest single donation to Oxford since the renaissance – will create a new Centre for the Humanities which unites all humanities faculties under one roof\nfor the first time in Oxford’s history, and will offer new performing arts and exhibition venues as well as a new Institute for Ethics in AI. In October 2018, he\nannounced a foundational $350 million gift to establish the MIT Schwarzman College of Computing, an interdisciplinary hub which will reorient MIT to\naddress the opportunities and challenges presented by the rise of artificial intelligence, including critical ethical and policy considerations to ensure that the\ntechnologies are employed for the common good. In 2015, Mr. Schwarzman donated $150 million to Yale University to establish the Schwarzman Center, a\nfirst-of-its-kind campus center in Yale’s historic “Commons” building, and also gave a founding gift of $40 million to the Inner-City Scholarship Fund, which\nprovides tuition assistance to underprivileged children attending Catholic schools in the Archdiocese of New York. In 2013, he founded an international\nscholarship program, “Schwarzman Scholars,” at Tsinghua University in Beijing to educate future leaders about China. At over $575 million, the program is\nmodeled on the Rhodes Scholarship and is the single largest philanthropic effort in China’s history coming largely from international donors.\nMr. Schwarzman is Co-Chair of the Board of Trustees of Schwarzman Scholars. In 2007, Mr. Schwarzman donated $100 million to the New York Public\nLibrary on whose board he serves. In 2019, Mr. Schwarzman published his first book, What It Takes: Lessons in the Pursuit of Excellence , a New York\nTimes Best Seller which draws from his experiences in business, philanthropy and public service. Mr. Schwarzman is a member of The Council on Foreign\nRelations, The Business Council, The Business Roundtable, and The International Business Council of the World Economic Forum. He is the former co-\nchair of the Partnership for New\n \n229\n\n\nYork City and serves on the boards of The Asia Society and New York Presbyterian Hospital, as well as on The Advisory Board of the School of Economics\nand Management at Tsinghua University, Beijing. He is a Trustee of The Frick Collection in New York City and Chairman Emeritus of the board of directors\nof The John F. Kennedy Center for the Performing Arts. In 2007, Mr. Schwarzman was included in TIME’s “100 Most Influential People.” In 2016, he topped\nForbes Magazine’s list of the most influential people in finance and in 2018 was ranked in the Top 50 on Forbes’ list of the “World’s Most Powerful People.”\nThe Republic of France has awarded Mr. Schwarzman both the Légion d’Honneur and the Ordre des Arts et des Lettres at the Commandeur level.\nMr. Schwarzman is one of the only Americans to receive both awards recognizing significant contributions to France. He was also awarded the Order of the\nAztec Eagle, Mexico’s highest honor for foreigners, for his work on behalf of the U.S. in support of the U.S.-Mexico-Canada Agreement in 2018.\nMr. Schwarzman holds a BA from Yale University and an MBA from Harvard Business School. He has served as an adjunct professor at the Yale School of\nManagement and on the Harvard Business School Board of Dean’s Advisors.\nJonathan D. Gray is President and Chief Operating Officer of Blackstone and a member of our board of directors. Mr. Gray was elected to the board of\ndirectors effective February 24, 2012. He also sits on the firm’s Management Committee and previously served as Global Head of Real Estate, which he\nhelped build into the largest real estate platform in the world. Mr. Gray joined Blackstone in 1992. He currently serves as Chairman of the board of directors\nof Hilton Worldwide Holdings Inc, and a member of the board of directors of Corebridge Financial. Mr. Gray also previously served as a board member of\nNevada Property 1 LLC (The Cosmopolitan of Las Vegas), Invitation Homes Inc., Brixmor Property Group Inc. and La Quinta Holdings Inc. He also serves\non the board of Harlem Village Academies. Mr. Gray and his wife, Mindy, established the Basser Center for BRCA at the University of Pennsylvania School\nof Medicine focused on the prevention and treatment of certain genetically caused cancers. They also established NYC Kids RISE in partnership with the\nCity of New York to accelerate college savings for low income children. Mr. Gray received a BS in Economics from the Wharton School, as well as a BA in\nEnglish from the College of Arts and Sciences at the University of Pennsylvania.\nMichael S. Chae is Blackstone’s Chief Financial Officer and a member of the firm’s Management Committee and investment committees across most\nof the firm’s businesses. Mr. Chae has management responsibility over the firm’s global finance, treasury, technology and corporate development functions.\nHe chairs our firmwide valuation and enterprise risk committees. Since joining Blackstone in 1997, Mr. Chae has served in a broad range of leadership\nroles including Head of International Private Equity, Head of Private Equity for Asia/Pacific, and as a senior partner in the U.S. private equity business,\nwhere he led numerous investments and served on the boards of many private and publicly traded portfolio companies. Before joining Blackstone, Mr. Chae\nworked at The Carlyle Group and Dillon, Read & Co. Mr. Chae received an AB from Harvard College, an MPhil. in International Relations from Cambridge\nUniversity and a JD from Yale Law School. He has been active in the non-profit world with a focus on education and policy. Mr. Chae served as the\nPresident of the Board of Trustees of the Lawrenceville School, and remains a Trustee Emeritus and co-chair of its capital campaign. He serves on the\nboards of the Robin Hood Foundation, the St. Bernard’s School, and the Asia Society. He is a member of the Council on Foreign Relations, and recently\nfounded the Chae Initiative in Private Sector Leadership at Yale Law School.\nJohn G. Finley is a Senior Managing Director and Chief Legal Officer of Blackstone and a member of the firm’s Management Committee. Before\njoining Blackstone in 2010, Mr. Finley had been a partner with Simpson Thacher & Bartlett where he was a member of that law firm’s Executive Committee\nand Co-Head of Global Mergers & Acquisitions. Mr. Finley is an Adviser on the American Law Institute’s Restatement of the Law, Corporate Governance\nproject and a member of the U.S. Advisory Council on Historic Preservation, Dean’s Advisory Board of Harvard Law School, Advisory Board of the Harvard\nLaw School Program on Corporate Governance, Gettysburg Foundation, and Board of Advisors of the Penn Institute for Law and Economics. Mr. Finley is\nalso a director at Tradeweb. He has served on the Committee of Securities Regulation of the New York State Bar Association and the Board of Advisors of\nthe Knight-Bagehot Fellowship in Economics and Business Journalism at Columbia University. Mr. Finley received a B.S. in Economics from the Wharton\nSchool of the University of Pennsylvania, a B.A. in History from the College of Arts and Sciences of the University of Pennsylvania, and a J.D. from Harvard\nLaw School.\n \n230\nJoseph P. Baratta is Global Head of Private Equity at Blackstone and a member of the board of directors. Mr. Baratta was elected to the board of\ndirectors effective March 2, 2020. He also sits on the firm’s Management Committee. Mr. Baratta joined Blackstone in 1998 and in 2001 he moved to\nLondon to help establish Blackstone’s corporate private equity business in Europe. Before joining Blackstone, Mr. Baratta was with Tinicum Incorporated\nand McCown De Leeuw & Company. Mr. Baratta also worked at Morgan Stanley in its mergers and acquisitions department. Mr. Baratta has served on the\nboards of a number of Blackstone portfolio companies and currently serves as a member or observer on the boards of directors of First Eagle Investment\nManagement, Refinitiv, SESAC, Ancestry, Candle Media and Merlin Entertainments Group. He is also a member of the Board of Trustees of Georgetown\nUniversity, is a trustee of the Tate Foundation, and serves on the board of Year Up, an organization focused on youth employment.\nKelly A. Ayotte is a member of our board of directors. Ms. Ayotte was elected to the board of directors effective May 13, 2019. Ms. Ayotte represented\nNew Hampshire in the United States Senate from 2011 to 2016, where she chaired the Armed Services Subcommittee on Readiness and the Commerce\nSubcommittee on Aviation Operations. Ms. Ayotte also served on the Homeland Security and Governmental Affairs, Budget, Small Business and\nEntrepreneurship, and Aging Committees. Ms. Ayotte served as the “Sherpa” for Justice Neil Gorsuch, leading the effort to secure his confirmation to the\nUnited States Supreme Court. From 2004 to 2009, Ms. Ayotte served as New Hampshire’s first female Attorney General having been appointed to that\nposition by Republican Governor Craig Benson and reappointed twice by Democratic Governor John Lynch. Prior to that, she served as the Deputy\nAttorney General, Chief of the Homicide Prosecution Unit and as Legal Counsel to Governor Craig Benson. Ms. Ayotte began her career as a law clerk to\nthe New Hampshire Supreme Court and as an associate at the Mclane Middleton law firm. Ms. Ayotte serves on the board of directors of Caterpillar Inc., on\nits nomination and governance committee, and as chair on its sustainability and other public policy committee; the board of directors of News Corporation,\non its nomination and governance committee, and as chair of its compensation committee; as the lead independent director on board of directors of Boston\nProperties, Inc.; the board of directors of Blink Health LLC; and as chair of the board of directors of BAE Systems Inc. Ms. Ayotte previously served on the\nboard of directors of Bloom Energy Corporation and chaired its nomination and governance committee. Ms. Ayotte also serves on the advisory boards of\nMicrosoft, Chubb Insurance and Cirtronics. Ms. Ayotte is a Senior Advisor to Citizens for Responsible Energy Solutions. Ms. Ayotte also serves on the non-\nprofit boards of the One Campaign, International Republican Institute, the McCain Institute, Winning for Women, NH Veteran’s Count and NH Swim with a\nMission. Ms. Ayotte is also a member of the Board of Advisors for the Center on Military and Political Power at the Foundation for Defense of Democracies.\nJames W. Breyer is a member of our board of directors. Mr. Breyer was elected to the board of directors effective July 14, 2016. Mr. Breyer is the\nFounder and Chief Executive Officer of Breyer Capital, a premier venture capital firm based in Austin, Texas and Menlo Park, California. Mr. Breyer has\nbeen an early investor in over 40 technology companies that have completed successful public offerings or mergers. He served as Partner at Accel Partners\nfrom 1990 to 2016 and Managing Partner from 1995 to 2011. Mr. Breyer also has a long record of investing in China and partnering with Chinese\nentrepreneurs. He is Co-Chairman of IDG Capital, based in Beijing and the first firm to bring venture capital into China. Over the past several years,\nMr. Breyer has developed a deep personal and investment interest in long-term oriented entrepreneurs and teams working in artificial/augmented\nintelligence and human-assisted intelligence and has made numerous investments in this space. Mr. Breyer previously served on the board of directors of\nTwenty-First Century Fox, Inc. from 2011 to 2019, Facebook, Inc. from 2005 to 2013, Etsy, Inc. from 2008 to 2016, Dell, Inc. from 2009 to 2013 and Wal-\nMart Stores, Inc. from 2001 to 2013, as well as a number of other technology companies. Mr. Breyer is currently the Chairman of the Advisory Board at the\nTsinghua University School of Economics and Management, a member of Harvard Business School’s Board of Dean’s Advisors, a member of Harvard\nUniversity’s Global Advisory Council, a founding member of the\n \n231\n\n\nDean’s Advisory Board of Stanford University’s School of Engineering, Chairman of the Stanford Engineering Venture Fund and founding member of the\nStanford Institute for Human-Assisted Artificial Intelligence Advisory Board. In addition, Mr. Breyer is a long-time active volunteer as a Trustee of the San\nFrancisco Museum of Modern Art, the Metropolitan Museum of Art, the American Film Institute and Stanford’s Center for Philanthropy and Civil Society.\nReginald J. Brown is a member of the board of directors of Blackstone. Mr. Brown was elected to the board of directors effective September 15, 2020.\nMr. Brown is a partner in the Washington, D.C., office of Kirkland & Ellis LLP. Prior to joining Kirkland, Mr. Brown was a partner at WilmerHale, where he\nserved as chairman of the firm’s Financial Institutions Group and led the firm’s congressional investigations practice as vice chair of the Crisis Management\nand Strategic Response Group. From 2003 to 2005, Mr. Brown served as associate White House Counsel and special assistant to the President, and prior\nto serving in government he worked as Assistant to the CEO and Vice President for Corporate Strategy at Nationwide Mutual Insurance Company.\nMr. Brown holds a BA from Yale University and a JD from Harvard Law School.\nSir John Antony Hood is a member of our board of directors. Sir John was elected to the board of directors effective May 14, 2018. Sir John previously\nserved as the President and Chief Executive Officer of the Robertson Foundation, the Chair of the Rhodes Trust, on the board of the Mandela Rhodes\nFoundation, as Chairman of BMT Group, Ltd, and as a director of WPP plc, where he was chairman of the compensation committee. He currently serves on\nthe Advisory Boards of the Blavatnik School of Government at Oxford. In addition, Sir John serves on the boards of the Fletcher Trust, the British Heart\nFoundation, and the Said Business School Foundation. From 2004 to 2009, Sir John served as Vice-Chancellor of the University of Oxford, and from 1999\nto 2004, he served as Vice-Chancellor of The University of Auckland. Sir John earned a Bachelor of Engineering and a PhD in Civil Engineering from The\nUniversity of Auckland. Upon completing his doctorate, he was awarded a Rhodes Scholarship to study at the University of Oxford. There he read for an\nMPhil in Management Studies and was a member of Worcester College. Sir John has been appointed a Knight Companion to the New Zealand Order of\nMerit.\nRochelle B. Lazarus is a member of our board of directors. Ms. Lazarus was elected to the board of directors effective July 9, 2013. Ms. Lazarus is\nChairman Emeritus of Ogilvy & Mather and served as Chairman of that company from 1997 to June 2012. Prior to becoming Chief Executive Officer and\nChairman, she also served as President of O&M Direct North America, Ogilvy & Mather New York, and Ogilvy & Mather North America. Ms. Lazarus\ncurrently serves on the boards of Rockefeller Capital Management, Organon, World Wildlife Fund, Lincoln Center for the Performing Arts and the\nPartnership for New York City. She also previously served on the board of General Electric Company and Merck & Co. Ms. Lazarus is a trustee of the New\nYork Presbyterian Hospital and is a member of the Board of Overseers of Columbia Business School.\nThe Right Honorable Brian Mulroney is a member of our board of directors. Mr. Mulroney was elected to the board of directors effective\nJune 21, 2007. Mr. Mulroney is a senior partner for Norton Rose Fulbright Canada LLP. Prior to joining Norton Rose Fulbright Canada, Mr. Mulroney was\nthe eighteenth Prime Minister of Canada from 1984 to 1993 and leader of the Progressive Conservative Party of Canada from 1983 to 1993. He served as\nthe Executive Vice President of the Iron Ore Company of Canada and President beginning in 1977. Prior to that, Mr. Mulroney served on the Cliché\nCommission of Inquiry in 1974. Mr. Mulroney is a Senior Advisor of Global Affairs at Barrick Gold Corporation, where he previously served as a member of\nthe board of directors, and is the Chairman of their International Advisory Board. Mr. Mulroney is also Chairman of the board of directors of Quebecor Inc.\nand a member of the board of directors of Acreage Holdings Inc., and he previously served on the board of directors of Wyndham Hotels & Resorts, Inc.,\nArcher Daniels Midland Company and Quebecor World Inc.\nWilliam G. Parrett is a member of our board of directors. Mr. Parrett was elected to the board of directors effective November 9, 2007. Until May 31,\n2007, Mr. Parrett served as the Chief Executive Officer of Deloitte Touche Tohmatsu and Senior Partner of Deloitte (USA). Certain of the member firms of\nDeloitte Touche Tohmatsu or their subsidiaries and affiliates provide professional services to Blackstone or its affiliates. Mr. Parrett co-\n \n232\nfounded the Global Financial Services Industry practice of Deloitte and served as its first Chairman. Mr. Parrett is a member of the board of directors of New\nYork Foundation for Senior Citizens, ThoughtWorks, where he is the chair of the audit committee and a member of the nominating and governance\nCommittee, and Oracle Corporation, where he is a member of the nominating and governance committee. Mr. Parrett was also previously a member of the\nboard of directors of Eastman Kodak Company, Thermo Fisher Scientific Inc., UBS AG, UBS Americas and Conduent Inc. Mr. Parrett is a past Senior\nTrustee of the United States Council for International Business and a past Chairman of the Board of Trustees of United Way Worldwide. Mr. Parrett is a\nCertified Public Accountant with an active license.\nRuth Porat is a member of the board of directors of Blackstone. Ms. Porat was elected to the board of directors effective June 25, 2020. Ms. Porat\njoined Google as Senior Vice President and Chief Financial Officer in May 2015 and has also held the same title at Alphabet since it was created in October\n2015. She is responsible for Finance, Business Operations and Real Estate & Workplace Services. Prior to joining Google, Ms. Porat was Executive Vice\nPresident and Chief Financial Officer of Morgan Stanley and held roles there that included Vice Chairman of Investment Banking, Co-Head of Technology\nInvestment Banking and Global Head of the Financial Institutions Group. Ms. Porat is a member of the Board of Directors of the Stanford Management\nCompany, the Council on Foreign Relations and Bloomberg Philanthropies, and a member of the Board of Trustees of Memorial Sloan Kettering Cancer\nCenter. She previously spent ten years as a member of the Stanford University Board of Trustees. Ms. Porat holds a BA from Stanford University, an MSc\nfrom The London School of Economics and an MBA from the Wharton School.\nGovernance and Board Composition\nOur capital stock consists of common stock, Series I preferred stock and Series II preferred stock. Under our amended and restated certificate of\nincorporation and Delaware law, holders of our common stock are entitled to vote, together with holders of our Series I preferred stock, voting as a single\nclass, on a number of significant matters, including certain sales, exchanges or other dispositions of all or substantially all of our assets, a merger,\nconsolidation or other business combination, the removal of the Series II Preferred Stockholder and forced transfer by the Series II Preferred Stockholder\n(as defined below) of its shares of Series II preferred stock and the designation of a successor Series II Preferred Stockholder. The single share of\noutstanding Series II preferred stock is currently held by Blackstone Group Management L.L.C. (the “Series II Preferred Stockholder”), an entity owned by\nour senior managing directors and controlled by our founder, Mr. Schwarzman.\nThe Series II Preferred Stockholder elects our board of directors in accordance with the Series II Preferred Stockholder’s limited liability company\nagreement, where our senior managing directors have agreed that our founder, Mr. Schwarzman will have the power to vote upon, act upon, consent to,\napprove or otherwise determine any matters to be voted upon, acted upon, consented to, approved or otherwise determined by the members of the Series II\nPreferred Stockholder. The limited liability company agreement of our Series II Preferred Stockholder provides that at such time as Mr. Schwarzman should\ncease to be a founding member, Jonathan D. Gray will thereupon succeed Mr. Schwarzman as the sole founding member of our Series II Preferred\nStockholder, and thereafter such power will revert to the members of Series II Preferred Stockholder holding a majority in interest in the Series II Preferred\nStockholder.\nIn identifying candidates for membership on the board of directors, Mr. Schwarzman, acting on behalf of the Series II Preferred Stockholder, takes into\naccount (a) minimum individual qualifications, such as strength of character, mature judgment, industry knowledge or experience and an ability to work\ncollegially with the other members of the board of directors, and (b) all other factors he considers appropriate.\nAfter conducting an initial evaluation of a candidate, Mr. Schwarzman will interview that candidate if he believes the candidate might be suitable to be a\ndirector and may also ask the candidate to meet with other directors and senior management. If, following such interview and any consultations with\ndirectors and senior management, Mr. Schwarzman believes a candidate would be a valuable addition to the board of directors, he will appoint that\n\n\nindividual to the board of directors.\n \n233\nWhen considering whether the members of the board of directors have the experience, qualifications, attributes and skills, taken as a whole, to enable\nthe board to satisfy its oversight responsibilities effectively in light of Blackstone’s business and structure, Mr. Schwarzman focused on the information\ndescribed in each of the board members’ biographical information set forth above. In particular, with regard to Ms. Ayotte, Mr. Schwarzman considered her\ndistinguished career in government and public service, especially her service as a United States Senator and as New Hampshire Attorney General. With\nregard to Mr. Breyer, Mr. Schwarzman considered his extensive financial background and significant investment experience at Breyer Capital and Accel\nPartners. With regard to Mr. Brown, Mr. Schwarzman considered his distinguished career in public service and experience advising large institutions and\nprominent figures in the private and public sector. With regard to Sir John, Mr. Schwarzman considered his distinguished experience playing a key role in\nthe management and oversight of leading, complex institutions and philanthropic organizations around the world. With regard to Ms. Lazarus,\nMr. Schwarzman considered her extensive business background and her management experience in a variety of senior leadership roles at Ogilvy & Mather.\nWith regard to Mr. Mulroney, Mr. Schwarzman considered his distinguished career of government service, especially his service as the Prime Minister of\nCanada. With regard to Mr. Parrett, Mr. Schwarzman considered his significant experience, expertise and background with regard to auditing and\naccounting matters, his leadership role at Deloitte and his extensive experience serving as a director on boards of directors. With regard to Ms. Porat,\nMr. Schwarzman considered her extensive experience in the financial industry and her leadership roles with Alphabet, Google and Morgan Stanley. With\nregard to Messrs. Gray and Baratta, Mr. Schwarzman considered their leadership and extensive knowledge of our business and operations gained through\ntheir years of service at our firm and, with regard to himself, Mr. Schwarzman considered his role as founder and long-time Chief Executive Officer of our\nfirm.\nControlled Company Exception and Director Independence\nBecause the Series II Preferred Stockholder holds more than 50% of the voting power for the election of directors, we are a “controlled company” within\nthe meaning of the corporate governance standards of the NYSE. Under these standards, a “controlled company” may elect not to comply with certain\ncorporate governance standards, including the requirements (a) that a majority of its board of directors consist of independent directors, (b) that its board of\ndirectors have a compensation committee that is comprised entirely of independent directors with a written charter addressing the committee’s purpose and\nresponsibilities and (c) that its board of directors have a nominating and corporate governance committee that is comprised entirely of independent directors\nwith a written charter addressing the committee’s purpose and responsibilities. See “Part I. Item 1A Risk Factors — Risks Related to Our Organizational\nStructure — We are a controlled company and as a result fall within the exceptions from certain corporate governance and other requirements under the\nrules of the New York Stock Exchange.” We currently utilize the second and third of these exemptions. In the event that we cease to be a “controlled\ncompany” and our shares of common stock continue to be listed on the NYSE, we will be required to comply with these provisions within the applicable\ntransition periods. While we are exempt from the NYSE rules requiring a majority of independent directors, we currently have and intend to continue to\nmaintain a majority independent board of directors.\nOur board of directors has a total of eleven members, including eight members, Messrs. Breyer, Brown, Hood, Mulroney and Parrett, and Mses. Ayotte,\nLazarus and Porat, who are independent under NYSE rules relating to corporate governance matters and the independence standards described in our\ngovernance policy.\nBoard Committees\nOur board of directors has three standing committees: the audit committee, the compensation committee and the executive committee.\n \n234\nAudit Committee. The audit committee consists of Messrs. Parrett (Chairman), Breyer, and Hood and Mses. Ayotte, Lazarus and Porat. The purpose\nof the audit committee is, among other things, to assist the board of directors in fulfilling its responsibility with respect to its oversight of (a) the quality and\nintegrity of our financial statements, (b) our compliance with legal and regulatory requirements, (c) our independent auditor’s qualification, independence and\nperformance, and (d) the performance of our internal audit function. The audit committee’s responsibilities also include reviewing with management, the\nindependent auditors and internal audit, the areas of material risk to our operations and financial results, including major financial risks and exposures and\nour guidelines and policies with respect to risk assessment and risk management. The members of the audit committee meet the independence standards\nand financial literacy requirements for service on an audit committee of a board of directors pursuant to the NYSE listing standards and SEC rules\napplicable to audit committees. The board of directors has determined that each of Mr. Parrett and Mses. Lazarus and Porat is an “audit committee financial\nexpert” within the meaning of Item 407(d)(5) of Regulation S-K. The audit committee has a charter, which is available on our website at\nhttp://ir.blackstone.com under “Corporate Governance.”\nCompensation Committee. The compensation committee consists of Mr. Schwarzman. The purpose of the compensation committee is, among other\nthings, to fix, and establish policies for, the compensation of officers and employees of the Company and its subsidiaries.\nExecutive Committee. The executive committee consists of Messrs. Schwarzman, Gray and Baratta. The board of directors has delegated all of the\npower and authority of the full board of directors to the executive committee to act when the board of directors is not in session.\nCode of Business Conduct and Ethics\nWe have a Code of Business Conduct and Ethics and a Code of Ethics for Financial Professionals, which apply to our principal executive officer,\nprincipal financial officer and principal accounting officer. Each of these codes is available on our website at http://ir.blackstone.com under “Corporate\nGovernance.” We intend to disclose any amendment to or waiver of the Code of Ethics for Financial Professionals and any waiver of our Code of Business\nConduct and Ethics on behalf of an executive officer or director either on our website or in an 8-K filing.\nCorporate Governance Guidelines\nThe board of directors has a Governance Policy, which addresses matters such as the board of directors’ responsibilities and duties and the board of\ndirectors’ composition and compensation. The Governance Policy is available on our website at http://ir.blackstone.com under “Corporate Governance.”\nCommunications to the Board of Directors\nThe non-management members of our board of directors meet at least quarterly. The presiding director at these non-management board member\nmeetings is Mr. Parrett. All interested parties, including any employee or stockholder, may send communications to the non-management members of our\nboard of directors by writing to: Blackstone Inc., Attn: Audit Committee, 345 Park Avenue, New York, New York 10154.\nDelinquent Section 16(a) Reports\nSection 16(a) of the Securities Exchange Act of 1934, as amended, requires our executive officers and directors, and persons who own more than ten\npercent of a registered class of Blackstone Inc.’s equity securities to file initial reports of ownership and reports of changes in ownership with the SEC and\nfurnish us with copies of all Section 16(a) forms they file. To our knowledge, based solely on our review of the copies of such reports furnished to us or\n\n\nwritten representations from such persons that they were not required to file a Form 5 to report previously unreported ownership or changes in ownership,\nwe believe that, with respect to the fiscal year ended December 31, 2022, such persons complied with all such filing requirements, with the exception of the\nfollowing\n \n235\nlate filings due to administrative oversight: a Form 4 report on February 25, 2022 by Ms. Porat reflecting a purchase of common stock and a Form 4 report\non November 1, 2022 by Mr. Baratta reflecting the exchange of Blackstone Holdings Partnership Units for an equal number of shares of common stock.\n \nItem 11.\nExecutive Compensation\nCompensation Discussion and Analysis\nOverview of Compensation Philosophy and Program\nThe intellectual capital collectively possessed by our senior managing directors (including our named executive officers) and other employees is the\nmost important asset of our firm. We invest in people. We hire qualified people, train them, encourage them to provide their best thinking to the firm for the\nbenefit of the investors in the funds we manage, and compensate them in a manner designed to retain and motivate them and align their interests with those\nof the investors in our funds and our shareholders.\nOur overriding compensation philosophy for our senior managing directors and certain other employees is that compensation should be composed\nprimarily of (a) annual cash bonus payments tied to Blackstone’s overall performance and the performance of the applicable business unit(s) in which such\nemployee works, (b) performance interests (composed primarily of Performance Allocations, commonly referred to as carried interest, and incentive fee\ninterests) tied to the performance of the investments made by the funds in the business unit in which such employee works or for which he or she has\nresponsibility, and (c) deferred equity awards reflecting the value of our common stock. We believe that the appropriate combination of annual cash bonus\npayments and performance interests and/or deferred equity awards encourages our senior managing directors and other employees to focus on the\nunderlying performance of our investment funds, as well as the overall performance of the firm and interests of our shareholders, and that base salary\nshould represent a significantly lesser component of total compensation.\nWe believe that the proportion of compensation that is “at risk” should increase as an employee’s level of responsibility rises. Base salary generally\nrepresents a smaller percentage of the total compensation of employees at higher total compensation levels compared to employees at lower total\ncompensation levels. Employees at higher total compensation levels are generally targeted to receive a greater percentage of their total compensation in the\nform of participation in performance interests, deferred equity awards and, to a lesser extent, annual cash bonuses subject to deferral.\nOur compensation program includes significant elements that discourage excessive risk-taking and align the compensation of our employees with the\nlong-term performance of the firm. For example, notwithstanding the fact that for accounting purposes we accrue compensation for the Performance Plans\n(as defined below) related to our carry funds as increases in the carrying value of the portfolio investments are recorded in those carry funds, we only make\ncash payments to our employees related to carried interest when profitable investments have been realized and cash is distributed first to the investors in\nour funds, followed by the firm and only then to employees of the firm. Moreover, if a carry fund fails to achieve specified investment returns due to\ndiminished performance of later investments, our Performance Plans entitle us to “clawback” carried interest payments previously made to an employee for\nthe benefit of the limited partner investors in that fund, and we escrow a portion of all carried interest payments made to employees to help fund their\npotential future “clawback” obligations, all of which further discourages excessive risk-taking by our employees. Similarly, for our investment funds that pay\nincentive fees, those incentive fees are only paid to the firm and employees of the firm to the extent an applicable fund’s portfolio of investments has\nprofitably appreciated in value (in most cases above a specified level) during the applicable period. In addition, and as noted below with respect\n \n236\nto our named executive officers, requiring our professional employees to invest in certain of the funds they manage directly aligns the interests of our\nprofessionals and our fund investors. In most cases, the carried interest earned on these investments represent a significant percentage of employees’\nafter-tax compensation. Lastly, because our equity awards have significant vesting or deferral provisions, the actual amount of compensation realized by the\nrecipient is tied directly to the long-term performance of our common stock. In applicable jurisdictions, specifically in the European Union and the United\nKingdom, our compensation program includes additional remuneration policies that may limit or otherwise alter the compensation for certain employees\nconsistent with local regulatory requirements and are aimed at, among other things, discouraging inappropriate risk-taking and aligning compensation with\nthe firm’s strategy and long-term interests consistent with our general compensation program.\nWe believe our current compensation and benefit allocations for senior professionals are best in class and are consistent with companies in the\nalternative asset management industry. We generally do not rely on compensation surveys or compensation consultants. Our senior management\nperiodically reviews the effectiveness and competitiveness of our compensation program, and such reviews may in the future involve the assistance of\nindependent consultants.\nPersonal Investment Obligations. As part of our compensation philosophy and program, we require our named executive officers to invest their own\ncapital in and alongside the funds that we manage. We believe that this strengthens the alignment of interests between our named executive officers and\nthe investors in those investment funds. (See “— Item 13. Certain Relationships and Related Transactions, and Director Independence — Investment In or\nAlongside Our Funds.”) In determining compensation for our named executive officers, we do not take into account the gains or losses attributable to the\npersonal investments by our named executive officers in our investment funds.\nMinimum Retained Ownership Requirements. We believe the continued ownership by our named executive officers of significant amounts of our equity\naffords significant alignment of interests with our shareholders. For equity awards granted in 2019 and onward (other than grants made under our Bonus\nDeferral Plan), our named executive officers are required to hold 25% of their vested equity for two years after the applicable vesting event. If the named\nexecutive officer’s employment terminates prior to such time, however, such 25% of the vested equity must be held for two years after termination of\nemployment. The minimum retained ownership requirements for our named executive officers are further described below under “— Narrative Disclosure to\nSummary Compensation Table and Grants of Plan-Based Awards in 2022 — Terms of Discretionary Equity Awards — Minimum Retained Ownership\nRequirements.”\nNamed Executive Officers\nIn 2022, our named executive officers were:\n \nExecutive\n  Title\nStephen A. Schwarzman\n  Chairman and Chief Executive Officer\nJonathan D. Gray\n  President and Chief Operating Officer\nMichael S. Chae\n  Chief Financial Officer\nJohn G. Finley\n  Chief Legal Officer\nHamilton E. James\n  Former Executive Vice Chairman*\n\n\n \n*\nEffective January 31, 2022, Mr. James retired as a director and as Executive Vice Chairman of Blackstone.\n \n237\nCompensation Elements for Named Executive Officers\nThe key elements of the compensation of our named executive officers for 2022 were base compensation, which is composed of base salary, cash\nbonus and equity-based compensation, and performance compensation, which is composed of carried interest and incentive fee allocations:\n1. Base Salary. Each named executive officer received a $350,000 annual base salary in 2022, which equals the total yearly partnership drawings that\nwere received by each of our senior managing directors prior to our initial public offering in 2007. In keeping with historical practice, we continue to pay this\namount as a base salary.\n2. Annual Cash Bonus Payments / Deferred Equity Awards . Since our initial public offering, Mr. Schwarzman has not received any cash compensation\nother than the $350,000 annual salary described above and the actual realized carried interest distributions or incentive fees he may receive in respect of\nhis participation in the carried interest or incentive fees earned from our funds through our Performance Plans described below. We believe that having\nMr. Schwarzman’s compensation largely based on ownership of a portion of the carried interest or incentive fees earned from our funds aligns his interests\nwith those of the investors in our funds and our shareholders.\nEach of our named executive officers other than Mr. Schwarzman and Mr. James received annual cash bonus payments in respect of 2022 in addition\nto their base salary. These cash bonus payments included participation interests in the earnings of the firm’s various investment businesses. For all named\nexecutive officers, the amount of cash payments paid to such named executive officer at the end of the year in respect of such year was determined in the\ndiscretion of Mr. Schwarzman and Mr. Gray, as described below. Earnings for the firm’s investment businesses are calculated based on the annual\noperating income of the businesses and are generally a function of the performance of the businesses, which is evaluated by Mr. Schwarzman and\nMr. Gray. The ultimate cash payment amounts were based on (a) the prior and anticipated performance of the named executive officer, (b) the prior and\nanticipated performance of the firm’s segments and product lines, (c) the overall success of the firm and (d) where applicable, the estimated participation\ninterests given to the named executive officer at the beginning of the year in respect of the investments to be made in that year. We make annual cash\nbonus payments in the first quarter of the ensuing year to reward individual performance for the prior year. The ultimate cash payments that are made are\nfully discretionary as further discussed below under “— Determination of Incentive Compensation.”\nFor 2022, all named executive officers other than Mr. Schwarzman and Mr. James were selected to participate in the Bonus Deferral Plan. The Bonus\nDeferral Plan provides for the deferral of a portion of each participant’s annual cash bonus payment. The amount of each participant’s annual cash bonus\npayment deferred under the Bonus Deferral Plan is calculated pursuant to a deferral rate table using the participant’s total annual incentive compensation,\nwhich generally includes such participant’s annual cash bonus payment and a portion of any incentive fees earned in connection with our investment funds\nand is subject to certain adjustments, including reductions for mandatory contributions to our investment funds. By deferring a portion of a participant’s\ncompensation, the Bonus Deferral Plan acts as an employment retention mechanism and thereby enhances the alignment of interests between such\nparticipant and the firm. Many publicly traded asset managers utilize deferred compensation plans as a means of retaining and motivating their\nprofessionals, and we believe that it is in the interest of our shareholders to do the same for our personnel.\n \n238\nOn January 9, 2023, Mr. Gray, Mr. Chae and Mr. Finley each received a deferral award under the Bonus Deferral Plan of deferred restricted common\nstock units in respect of their service in 2022. The percentage of the 2022 annual cash bonus payment mandatorily deferred into deferred restricted\ncommon stock units for Messrs. Gray, Chae and Finley was approximately 100%, 52.2% and 49.3%, respectively. These awards are reflected as stock\nawards for fiscal year 2022 in the Summary Compensation Table and in the Grants of Plan-Based Awards in 2022 table.\n3. Discretionary Equity Awards. On April 1, 2022, Mr. Gray, Mr. Chae and Mr. Finley were awarded a discretionary award of 314,747, 86,970 and\n74,546 deferred restricted common stock units, respectively. These awards reflected 2021 performance and were intended to further promote retention and\nto incentivize future performance. The awards were granted under the 2007 Equity Incentive Plan. The awards will vest 10% on July 1, 2023, 10% on\nJuly 1, 2024, 20% on July 1, 2025, 30% on July 1, 2026 and 30% on July 1, 2027. These awards are reflected as stock awards for fiscal 2022 in the\nSummary Compensation Table and in the Grants of Plan-Based Awards in 2022 table.\nIn January 2023, Mr. Gray, Mr. Chae and Mr. Finley were each informed of anticipated discretionary awards of deferred restricted common stock units\nwith values of $30,000,000, $10,000,000 and $9,000,000, respectively. These anticipated awards reflect 2022 performance and are intended to further\npromote retention and to incentivize future performance. These awards are expected to be granted under the 2007 Equity Incentive Plan on April 1, 2023,\nsubject to the named executive officer’s continued employment through such date. Once granted, these awards will vest 10% on July 1, 2024, 10% on\nJuly 1, 2025, 20% on July 1, 2026, 30% on July 1, 2027 and 30% on July 1, 2028 and will be reflected as stock awards for fiscal 2023 in the Summary\nCompensation Table and in the Grants of Plan-Based Awards in 2023 table.\n4. Participation in Carried Interest and Incentive Fees . During 2022, all of our named executive officers participated in the carried interest of our carry\nfunds and/or the incentive fees of our funds that pay incentive fees through their participation interests in the carry or incentive fee pools generated by these\nfunds. The carry or incentive fee pool with respect to each fund in a given year is funded by a fixed percentage of the total amount of carried interest or\nincentive fees earned by Blackstone for such fund in that year. We refer to these pools and employee participation therein as our “Performance Plans” and\npayments made thereunder as “performance payments.” The aggregate amount of performance payments payable through our Performance Plans is\ndirectly tied to the performance of the funds, which we believe fosters a strong alignment of interests between the investors in those funds and the named\nexecutive officers, and therefore benefits our shareholders. In addition, most alternative asset managers, including several of our competitors, use\nparticipation in carried interest or incentive fees as a central means of compensating and motivating their professionals, and we must do the same in order\nto attract and retain the most qualified personnel. For purposes of our financial statements, we treat the income allocated to all our personnel who have\nparticipation interests in the carried interest or incentive fees generated by our funds as compensation, and the amounts of carried interest and incentive\nfees earned by named executive officers are reflected as “All Other Compensation” in the Summary Compensation Table. Distributions in respect of our\nPerformance Plans for each named executive officer are determined on the basis of the percentage participation in the relevant investments previously\nallocated to that named executive officer, which percentage participations are established in January of each year in respect of the investments to be made\nin that year. The percentage participation for a named executive officer may vary from year to year and fund to fund due to several factors, which may\ninclude changes in the size and composition of the pool of Blackstone personnel participating in such Performance Plan in a given year, the performance of\nour various\n \n239\nbusinesses, new developments in our businesses and product lines, and the named executive officer’s leadership and oversight of the function for which the\nnamed executive officer is responsible and such named executive officer’s contributions with respect to our strategic initiatives. In addition, certain of our\nemployees, including our named executive officers, may participate in profit sharing initiatives whereby these individuals may receive allocations of\ninvestment income from Blackstone’s firm investments. Our employees, including our named executive officers, may also receive equity awards in our\ninvestment advisory clients and/or be allocated securities of such clients that we have received.\n\n\n(a) Carried Interest. Distributions of carried interest in cash (or, in some cases, in-kind) to our named executive officers and other employees who\nparticipate in our Performance Plans relating to our carry funds depends on the realized proceeds and timing of the cash realizations of the investments\nowned by the carry funds in which they participate. Our carry fund agreements also set forth specified preconditions to a carried interest distribution, which\ntypically include that there must have been a positive return on the relevant investment and that the fund must be above its carried interest hurdle rate. In\naddition, as described below, employees or senior managing directors may also be required to have fulfilled specified service requirements to be eligible to\nreceive carried interest distributions. For our carry funds, carried interest distributions for the named executive officer’s participation interests are generally\nmade to the named executive officer following the actual realization of the investment, although a portion of such carried interest is held back by the firm in\nrespect of any future “clawback” obligation related to the fund. In allocating participation interests in the carry pools, we have not historically taken into\naccount or based such allocations on any prior or projected triggering of any “clawback” obligation related to any fund. To the extent any “clawback”\nobligation were to be triggered for a fund, carried interest previously distributed to a named executive officer would have to be returned to the limited\npartners of such fund, thereby reducing the named executive officer’s overall compensation for any such year. Moreover, because a carried interest\nrecipient (including Blackstone itself) may have to fund more than its respective share of a “clawback” obligation under the governing documents (generally,\nup to an additional 67%), the compensation paid to a named executive officer for any given year could be significantly reduced or even negative in the event\na “clawback” obligation were to arise.\nParticipation in carried interest generated by our carry funds for all named executive officers other than Mr. Schwarzman and Mr. James is subject to\nvesting. Vesting serves as an employment retention mechanism and thereby enhances the alignment of interests between a participant in our Performance\nPlans and the firm. Carried interest generally vests in equal installments on the first through fourth anniversary of the closing of the investment to which it\nrelates (unless an investment is realized prior to the expiration of such four-year anniversary, in which case an active named executive officer is deemed\n100% vested in the proceeds of such realizations). In addition, any named executive officer who is retirement eligible will automatically vest in 50% of their\notherwise unvested carried interest allocation upon retirement. (See “— Non-Competition and Non-Solicitation Agreements — Retirement.”) We believe that\nvesting of carried interest participation enhances the stability of our senior management team and provides greater incentives for our named executive\nofficers to remain at the firm. Due to his unique status as a founder and the longtime chief executive officer of our firm, Mr. Schwarzman vests in 100% of his\ncarried interest participation related to any investment by a carry fund upon the closing of that investment. In recognition of his significant contributions to the\nfirm prior to his retirement and the value Mr. James provided as Executive Vice Chairman, Mr. James fully vested in any carried interest participation related\nto any investment by a carry fund upon the closing of that investment.\n \n240\n(b) Incentive Fees. Cash distributions of incentive fees to our named executive officers and other employees who participate in our Performance Plans\nrelating to the funds that pay incentive fees depend on the performance of the investments owned by those funds in which they participate. For our\ninvestment funds that pay incentive fees, those incentive fees are only paid to the firm and employees of the firm to the extent an applicable fund’s portfolio\nof investments has profitably appreciated in value (in most cases above a specified level) during the applicable period and following the calculation of the\nprofit split (if any) between the fund’s general partner or investment adviser and the fund’s investors.\n(c) Investment Advisory Client Interests. BXMT and Blackstone Real Estate Income Trust (“BREIT”) are investment advisory clients of Blackstone.\nCompensation we receive from investment advisory clients in the form of securities may be allocated to employees and senior managing directors. In 2022,\nMessrs. Schwarzman, Gray, Chae and Finley were allocated restricted shares of listed common stock of BXMT in connection with investment advisory\nservices provided by Blackstone to BXMT. In 2022, Messrs. Schwarzman, Gray, James, Chae and Finley were also allocated fully vested shares of BREIT.\nThe BREIT shares were allocated in the first quarter of 2022 in respect of 2021 performance. The value of these allocated shares is reflected as “All Other\nCompensation” in the Summary Compensation Table.\n5. Other Benefits. Upon the consummation of our initial public offering in June 2007, we entered into a founding member agreement with our founder,\nMr. Schwarzman, which provides (as subsequently amended) specified benefits to him following his retirement. (See “— Narrative Disclosure to Summary\nCompensation Table and Grants of Plan-Based Awards in 2022 — Schwarzman Founding Member Agreement.”) Mr. Schwarzman is provided certain\nsecurity services, which may include home security systems and monitoring, and personal and related security services. These security services are\nprovided for our benefit, and we consider the related expenses to be appropriate business expenses rather than personal benefits for Mr. Schwarzman.\nNevertheless, the expenses associated with these security services are reflected in the “All Other Compensation” column of the Summary Compensation\nTable below to the extent the aggregate amount of all perquisites or other personal benefits received exceeded $10,000. In addition, until February 2022, we\nprovided certain unused company-leased office space, and limited administrative support, for use by certain individuals who work for the Education Finance\nInstitute (EFI), a charitable organization formed by Mr. James, for which there was no incremental cost to Blackstone.\nDetermination of Incentive Compensation\nMr. Schwarzman reserves final approval of each named executive officer’s compensation, other than his own, and receives recommendations from\nMr. Gray on such compensation determinations (other than with respect to Mr. Gray’s own compensation). Mr. Schwarzman’s compensation has been\nestablished pursuant to the terms of his amended and restated founding member agreement, which is described below under “Narrative Disclosure to\nSummary Compensation Table and Grants of Plan-Based Awards in 2022 — Schwarzman Founding Member Agreement.” For 2022, these decisions were\nbased primarily on Mr. Schwarzman’s and Mr. Gray’s assessment of such named executive officer’s individual performance, operational performance for the\nareas of the business for which the named executive officer has responsibility, and the named executive officer’s potential to enhance investment returns for\nthe investors in our funds and service to our advisory clients, and to contribute to long-term shareholder value. In evaluating these factors, Mr. Schwarzman\nand Mr. Gray relied upon their judgment to determine the ultimate amount of a named executive officer’s annual cash bonus payment and participation in\ncarried interest, incentive fees and investment advisory client interests that was\n \n241\nnecessary to properly induce the named executive officer to seek to achieve our objectives and reward a named executive officer in achieving those\nobjectives over the course of the prior year. Key factors that Mr. Schwarzman considered in making such determination with respect to Mr. Gray were his\nservice as President and Chief Operating Officer, his role in overseeing the growth and operations of the firm, and his leadership on the strategic direction of\nthe firm. Key factors that Messrs. Schwarzman and Gray considered in making such determinations with respect to Mr. Chae were his leadership and\noversight of our global finance, treasury, technology and corporate development functions and his role in strategic initiatives undertaken by the firm. Key\nfactors that Messrs. Schwarzman and Gray considered in making such determinations with respect to Mr. Finley were his leadership and oversight of our\nglobal legal and compliance functions, his role in positioning the firm to be compliant with and responsive to evolving legal and regulatory requirements\napplicable to us and our investment businesses, and his role in strategic initiatives undertaken by the firm. For 2022, Messrs. Schwarzman and Gray also\nconsidered Blackstone’s overall performance and each named executive officer’s prior year annual cash bonus payments, the named executive officers’\nallocated share of performance interests through participation in our Performance Plans, the appropriate balance between incentives for long-term and\nshort-term performance, and the compensation paid to the named executive officer’s peers within the firm. The actual cash bonus amounts awarded based\non these considerations, net of the portion of Mr. Gray’s, Mr. Chae’s and Mr. Finley’s bonus mandatorily deferred into deferred restricted common stock\nunits pursuant to the Bonus Deferral Plan, are reflected in the “Bonus” column of the Summary Compensation Table below. Since Mr. James retired from the\nfirm in January 2022, he was not eligible to receive an annual cash bonus with respect to 2022.\nCompensation Committee Report\n\n\nThe compensation committee of the board of directors has reviewed and discussed with management the foregoing Compensation Discussion and\nAnalysis and, based on such review and discussion, has determined that the Compensation Discussion and Analysis should be included in this annual\nreport.\nStephen A. Schwarzman\nCompensation Committee Interlocks and Insider Participation\nDuring 2022, our compensation committee was comprised of Mr. Schwarzman, and none of our executive officers served as a director or member of the\ncompensation committee (or other committee serving an equivalent function) of any other entity whose executive officers served on our compensation\ncommittee or our board of directors. For a description of certain transactions between us and Mr. Schwarzman, see “— Item 13. Certain Relationships and\nRelated Transactions, and Director Independence.”\n \n242\nSummary Compensation Table\nThe following table provides summary information concerning the compensation of our Chief Executive Officer, our Chief Financial Officer and each of\nour other named executive officers for services rendered to us. These individuals are referred to as our named executive officers in this annual report.\n \nName and Principal Position\n  \nYear\n  \nSalary\n  \nBonus (a)\n  \nStock Awards\n(b)\n  \nAll Other\nCompensation\n(c)\n  \nTotal\nStephen A. Schwarzman\n   \n2022   $\n350,000   $\n—   $\n—   $252,772,146   $253,122,146 \nChairman and\n   \n2021   $\n350,000   $\n—   $\n—   $159,931,754   $160,281,754 \nChief Executive Officer\n   \n2020   $\n350,000   $\n—   $\n—   $ 86,030,331   $ 86,380,331 \nJonathan D. Gray\n   \n2022   $\n350,000   $\n—   $54,581,040   $241,541,158   $296,472,198 \nPresident and\n   \n2021   $\n350,000   $\n—   $52,408,134   $103,836,036   $156,594,170 \nChief Operating Officer\n   \n2020   $\n350,000   $ 4,650,000   $36,838,755   $ 81,366,606   $123,205,361 \nMichael S. Chae\n   \n2022   $\n350,000   $ 3,179,404   $14,586,650   $ 17,909,803   $ 36,025,856 \nChief Financial Officer\n   \n2021   $\n350,000   $ 4,566,274   $11,278,331   $ 14,610,658   $ 30,805,263 \n   \n2020   $\n350,000   $ 4,650,000   $12,160,258   $ 10,825,066   $ 27,985,324 \nJohn G. Finley\n   \n2022   $\n350,000   $ 2,863,548   $12,316,037   $\n6,681,266   $ 22,210,851 \nChief Legal Officer\n   \n2021   $\n350,000   $ 3,558,699   $ 9,623,557   $\n4,260,136   $ 17,792,392 \n   \n2020   $\n350,000   $ 3,737,919   $ 6,849,868   $\n2,341,112   $ 13,278,899 \nHamilton E. James\n   \n2022   $\n29,167   $\n—   $\n—   $ 97,369,060   $ 97,398,227 \nFormer Executive Vice Chairman\n   \n2021   $\n350,000   $16,786,756   $\n—   $ 79,375,028   $ 96,511,784 \n   \n2020   $\n350,000   $19,052,642   $\n—   $ 45,373,247   $ 64,775,889 \n \n(a) The amounts reported in this column reflect the annual cash bonus payments made for performance in the indicated year.\nThe amount reported as “bonus” for 2022 for Mr. Gray, Mr. Chae and Mr. Finley is shown net of their mandatory deferral pursuant to the Bonus Deferral\nPlan. The deferred amounts for 2022 were as follows: Mr. Gray, $14,366,214, Mr. Chae, $3,470,596 and Mr. Finley, $2,786,452. For additional\ninformation on the Bonus Deferral Plan, see “— Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2022 —\nTerms of Deferred Restricted Common Stock Units Granted Under the Bonus Deferral Plan in 2023 and Prior Years.”\n \n(b) The reference to “stock” in this table refers to deferred restricted Blackstone Holdings Partnership Units or deferred restricted common stock units. The\namounts reported in this column represent the grant date fair value of stock awards granted for financial statement reporting purposes in accordance\nwith GAAP pertaining to equity-based compensation. The assumptions used in determining the grant date fair value are set forth in Note 17. “Equity-\nBased Compensation” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data.”\nAmounts reported for 2022 reflect the following deferred restricted common stock units granted on January 9, 2023, for 2022 performance under the\nBonus Deferral Plan: Mr. Gray, 176,874 deferred restricted common stock units with a grant date fair value of $14,252,507, Mr. Chae, 42,730 deferred\nrestricted common stock units with a grant date fair value of $3,443,183 and Mr. Finley, 34,307 deferred restricted common stock units with a grant date\nfair value of $2,764,458. The grant date fair value of these equity awards is computed in accordance with GAAP and generally differs from the dollar\namount of such awards. For additional information on the Bonus Deferral Plan, see “— Narrative Disclosure to Summary Compensation Table and\nGrants of Plan-Based Awards in 2022 — Terms of Discretionary Equity Awards.”\n \n243\n(c)\nAmounts reported for 2022 include distributions, whether in cash or in-kind, in respect of carried interest or incentive fee allocations relating to our\nPerformance Plans to the named executive officer in 2022 as follows: $190,454,374 for Mr. Schwarzman, $162,058,339 for Mr. Gray, $86,181,832 for\nMr. James, $13,660,929 for Mr. Chae and $4,981,717 for Mr. Finley. Any in-kind distributions in respect of carried interest are reported based on the\nmarket value of the securities distributed as of the date of distribution. For 2022, no named executive officers received such in-kind distributions. We\nhave determined to present compensation relating to carried interest and incentive fees within the Summary Compensation Table in the year in which\nsuch compensation is paid to the named executive officer under the terms of the relevant Performance Plan. Accordingly, the amounts presented in the\ntable differ from the compensation expense recorded by us on an accrual basis for such year in respect of carried interest and incentive fees allocable\nto a named executive officer, which accrued amounts for 2022 are separately disclosed in this footnote to the Summary Compensation Table. We\nbelieve that the presentation of the amounts of carried interest- and incentive fee-related compensation paid to a named executive officer during the\nyear, instead of the amounts of compensation expense we have recorded on an accrual basis, most appropriately reflects the actual compensation\nreceived by the named executive officer and represents the amount most directly aligned with the named executive officer’s performance. By contrast,\nthe amount of compensation expense accrued in respect of carried interest and incentive fees allocable to a named executive officer can be highly\nvolatile from year to year, with amounts accrued in one year being reversed in a following year, and vice versa, causing such amounts to be less useful\nas a measure of the compensation earned by a named executive officer in any particular year.\nTo the extent compensation expense recorded by us on an accrual basis in respect of carried interest or incentive fee allocations (rather than cash or\nin-kind distributions) were to be included for 2022, the amounts would be $37,852,887 for Mr. Schwarzman, $40,315,111 for Mr. Gray, $(6,502,742) for\nMr. James, $3,286,273 for Mr. Chae and $1,109,756 for Mr. Finley. For financial statement reporting purposes, the accrual of compensation expense is\nequal to the amount of carried interest and incentive fees related to performance fee revenues as of the last day of the relevant period as if the\nperformance fee revenues in the funds generating such carried interest or incentive fees were realized as of the last day of the relevant period.\nWith respect to Messrs. Schwarzman, Gray, Chae and Finley, amounts shown for 2022 also include the value of restricted shares of listed common\nstock of BXMT allocated to such named executive officers based on the closing price of BXMT’s common stock on the date of the award as follows:\n\n\n$987,782 for Mr. Schwarzman, $948,233 for Mr. Gray, $111,996 for Mr. Chae and $44,798 for Mr. Finley. These restricted BXMT shares will vest over\nthree years with one-sixth of the shares vesting at the end of the second quarter after the date of the award and the remaining shares vesting in ten\nequal quarterly installments thereafter. In addition, with respect to Messrs. Schwarzman, Gray, James, Chae and Finley, amounts shown for 2022 also\ninclude the value of BREIT shares allocated to such named executive officers based on BREIT’s 2021 year-end net asset value as follows:\n$57,833,552 for Mr. Schwarzman, $78,534,586 for Mr. Gray, $11,031,674 for Mr. James, $4,136,878 for Mr. Chae and $1,654,751 for Mr. Finley.\nThese BREIT shares are fully vested upon delivery. With the exception of $3,496,437 of expenses related to security services in 2022 for Mr.\nSchwarzman and members of his family, there were no perquisites or other personal benefits provided to the other named executive officers for which\nthe aggregate incremental cost to the Company exceeded $10,000, and information regarding any such perquisites or other personal benefits has\ntherefore not been included. As noted above under “— Compensation Discussion and Analysis — Compensation Elements for Named Executive\nOfficers — Other Benefits,” we consider the expenses for security services for Mr. Schwarzman to be for our benefit and appropriate business\nexpenses rather than personal benefits for Mr. Schwarzman. Mr. Schwarzman makes business and personal use of a car and driver and he and\nmembers of his family may also make occasional business and personal use of an airplane in which we have a fractional interest. In each case, he\nbears the full cost of such personal usage. In addition, certain Blackstone personnel administer personal matters for Mr.\n \n244\nSchwarzman and members of his family and certain matters for the Stephen A. Schwarzman Education Foundation (“SASEF”) and the Stephen A.\nSchwarzman Foundation (“SASF”), and Mr. Schwarzman, SASEF and SASF, as applicable, respectively, bear the full incremental cost to us of such\npersonnel, if any. There is no incremental expense incurred by us in connection with the use of any car and driver, airplane or personnel by Messrs.\nSchwarzman or James, as described above. For Mr. James, amounts for 2022 also include separation benefits received by Mr. James pursuant to the\nterms of his withdrawal agreement valued at $155,554, which amount includes the incremental cost to the Company, if any, of primarily administrative\nand technology transition benefits provided under the agreement. For additional information on Mr. James’ withdrawal agreement, see “— Narrative\nDisclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2022 — James Withdrawal Agreement.”\nGrants of Plan-Based Awards in 2022\nThe following table provides information concerning equity awards granted in 2022 or, for deferred restricted common stock units granted under the\nBonus Deferral Plan or on the same terms as the deferred bonus awards under the Bonus Deferral Plan, with respect to 2022, to our named executive\nofficers:\n \nName\n  \nGrant Date   \nAll Other \nStock Awards:\nNumber of \nShares of \nStock \nor Units\n \nGrant Date Fair\nValue \nof Stock and \nOption \nAwards\nStephen A. Schwarzman\n  \n \n—   \n \n— \n \n$\n— \nJonathan D. Gray\n  \n 4/1/2022   \n 314,747(a)  \n$40,328,533 \n  \n 1/9/2023   \n 176,874 (b)  \n$14,252,507 \nMichael S. Chae\n  \n 4/1/2022   \n \n86,970(a)  \n$11,143,466 \n  \n 1/9/2023   \n \n42,730 (b)  \n$ 3,443,183 \nJohn G. Finley\n  \n 4/1/2022   \n \n74,546(a)  \n$ 9,551,579 \n  \n 1/9/2023   \n \n34,307 (b)  \n$ 2,764,458 \nHamilton E. James\n  \n \n—   \n \n— \n \n$\n— \n \n(a) Represents deferred restricted common stock units granted in 2022 under our 2007 Equity Incentive Plan for 2021 performance.\n(b) Represents deferred restricted common stock units granted in 2023 under the Bonus Deferral Plan for 2022 performance. These grants are reflected in\nthe “Stock Awards” column of the Summary Compensation Table in 2022.\nNarrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2022\nTerms of Discretionary Equity Awards\nVesting Provisions. The 981,883 deferred restricted Blackstone Holdings Partnership Units granted to Mr. Chae in 2016 began vesting annually in\nsubstantially equal installments over six years beginning on July 1, 2019. The 708,601, 47,241 and 47,241 deferred restricted Blackstone Holdings\nPartnership Units granted in 2019 to Mr. Gray, Mr. Chae and Mr. Finley, respectively, vested 20% on July 1, 2022, and will vest 30% on July 1, 2023 and\n50% on July 1, 2024. The 757,217, 216,348 and 108,174 deferred restricted common stock units granted in 2020 to Mr. Gray, Mr. Chae and Mr. Finley,\nrespectively, vested 10% on July 1, 2021, 10% on July 1, 2022, and will vest 20% on July 1, 2023, 30% on July 1, 2024 and 30% on July 1, 2025. The\n533,628, 105,322 and 91,279 deferred restricted common stock units granted in 2021 to Mr. Gray, Mr. Chae and Mr. Finley, respectively, vested 10% on\nJuly 1,\n \n245\n2022, and will vest 10% on July 1, 2023, 20% on July 1, 2024, 30% on July 1, 2025 and 30% on July 1, 2026. The 314,747, 86,970 and 74,546 deferred\nrestricted common stock units granted in 2022 to Mr. Gray, Mr. Chae and Mr. Finley, respectively, will vest 10% on July 1, 2023, 10% on July 1, 2024, 20%\non July 1, 2025, 30% on July 1, 2026 and 30% on July 1, 2027.\nExcept as described below, unvested discretionary equity awards are generally forfeited upon termination of employment. With respect to Mr. Gray, the\ndeferred restricted Blackstone Holdings Partnership Units granted to him in 2019 and the deferred common stock units granted to him in 2020 and\nsubsequent years will become fully vested if he is terminated by us without cause. In addition, upon the death or permanent disability of a named executive\nofficer, all unvested discretionary equity awards of common stock units held at that time will vest immediately. In connection with a named executive officer’s\ntermination of employment due to qualifying retirement, 50% of such units will continue to vest and be delivered over the vesting period, subject to forfeiture\nif the named executive officer violates any applicable provision of his employment agreement or engages in any competitive activity (as such term is defined\nin the applicable award agreement). (See “Non-Competition and Non-Solicitation Agreements — Retirement.”) Further, in the event of a change in control\n(defined in the Blackstone Holdings partnership agreements as the occurrence of any person, other than Blackstone Group Management L.L.C. or a person\napproved by Blackstone Group Management L.L.C., becoming the Series II Preferred Stockholder), all unvested discretionary equity awards will\nautomatically be deemed vested as of immediately prior to such change in control.\nAll vested and unvested equity awards (and our common stock delivered upon vesting or received in exchange for Blackstone Holdings Partnership\nUnits) held by a named executive officer will be immediately forfeited in the event the named executive officer materially breaches any of their restrictive\ncovenants set forth in the non-competition and non-solicitation agreement outlined under “Non-Competition and Non-Solicitation Agreements” or their\nservice is terminated for cause. Notwithstanding the foregoing, Mr. Schwarzman will not be required to forfeit more than 25% of the units held by him as of\nMarch 1, 2018, the date of his amended and restated founding member agreement.\nCash Dividend Equivalents. All discretionary equity awards are entitled to the payment of current cash dividend equivalents. In accordance with the\n\n\nSEC’s rules, the current cash dividend equivalents are not required to be reported in the Summary Compensation Table because the amounts of future cash\ndividends are factored into the grant date fair value of the awards.\nMinimum Retained Ownership Requirements. For units granted in 2014 and prior years (other than grants made under our Bonus Deferral Plan), while\nemployed by us and generally for one year following the termination of employment, our named executive officers (except as otherwise provided below) are\nrequired to hold at least 25% of all vested equity received by such named executive officer; provided that with respect to vested equity received in\nconnection with the reorganization we effected prior to our initial public offering, such percentage is reduced to 12.5% upon qualifying retirement. For equity\ngranted in 2015 through 2018 (other than grants made under our Bonus Deferral Plan) our named executive officers (except as otherwise provided below)\nare required to hold 25% of their vested equity until the earlier of (1) ten years after the applicable vesting date and (2) one year following termination of\nemployment. For equity awards granted in 2019 and onward (other than grants made under our Bonus Deferral Plan), our named executive officers (except\nas otherwise provided below) are required to hold 25% of their vested equity for two years after the applicable vesting event. If the named executive officer’s\nemployment terminates prior to such time, however, such 25% of the vested\n \n246\nequity must be held for two years after termination of employment. The requirement that one continue to hold such minimum amounts of vested equity is\nsubject to the qualification in Mr. Schwarzman’s case that in no event will he be required to hold equity having a market value greater than $1.5 billion or\nhold equity following termination of employment. Each of our named executive officers is in compliance with these minimum retained ownership\nrequirements.\nTransfer Restrictions. None of our named executive officers may transfer Blackstone Holdings Partnership Units other than pursuant to transactions or\nprograms approved by us.\nThis transfer restriction applies to sales and pledges of Blackstone Holdings Partnership Units, grants of options, rights or warrants to purchase\nBlackstone Holdings Partnership Units or swaps or other arrangements that transfer to another, in whole or in part, any of the economic consequences of\nownership of the Blackstone Holdings Partnership Units other than as approved by us. We will generally approve pledges or transfers to personal planning\nvehicles beneficially owned by the families of our pre-IPO owners and charitable gifts, provided that the pledgee, transferee or donee agrees to be subject to\nthe same transfer restrictions (except as specified above with respect to Mr. Schwarzman). Transfers to Blackstone are also exempt from the transfer\nrestrictions.\nThe transfer restrictions set forth above will continue to apply generally for one year following the termination of employment of a named executive\nofficer other than Mr. Schwarzman for any reason, except that the transfer restrictions set forth above will lapse upon death or permanent disability or in the\nevent of a change in control (as defined above).\nTerms of Deferred Restricted Common Stock Units Granted Under the Bonus Deferral Plan in 2023 and Prior Years\nIn 2007, we established our Bonus Deferral Plan for certain eligible employees in order to provide such eligible employees with a pre-tax deferred\nincentive compensation opportunity and to enhance the alignment of interests between such eligible employees and Blackstone and our affiliates. The\nBonus Deferral Plan is an unfunded, nonqualified Bonus Deferral Plan which provides for the automatic, mandatory deferral of a portion of each\nparticipant’s annual cash bonus payment.\nAt the end of each year, the Plan Administrator (as defined in the Bonus Deferral Plan) selects plan participants in its sole discretion and notifies such\nindividuals that they have been selected to participate in the Bonus Deferral Plan for such year. Participation is mandatory for those employees selected by\nthe Plan Administrator to be participants. An individual who is not so selected may not elect to participate in the Bonus Deferral Plan. The selection of\nparticipants is made on an annual basis; an individual selected to participate in the Bonus Deferral Plan for a given year may not necessarily be selected to\nparticipate in a subsequent year. For 2022, all employees other than Mr. Schwarzman and Mr. James, who received no bonus in respect of 2022, were\nselected to participate in the Bonus Deferral Plan, with the deferred amount (if any) determined in accordance with the table described below.\nIn respect of the deferred portion of his or her annual cash bonus payment, each participant receives deferral units which represent rights to receive in\nthe future a specified amount of common stock units under our 2007 Equity Incentive Plan, subject to vesting provisions described below. The amount of\neach participant’s annual cash bonus payment deferred under the Bonus Deferral Plan is calculated pursuant to a deferral rate table using the participant’s\ntotal annual incentive compensation, which generally includes such participant’s annual cash bonus payment and a portion of any incentive fees earned in\nconnection with our investment funds, and is subject to certain adjustments, including\n \n247\nreductions for mandatory contributions to our investment funds. For deferrals of annual cash bonus payments, the deferral percentage was calculated on\nthe basis set forth in the following table (or such other table that may be adopted by the Plan Administrator).\n \nPortion of Annual Incentive\n  \nMarginal \nDeferral Rate \nApplicable to \nSuch Portion   \nEffective \nDeferral Rate for\nEntire Annual \nBonus (a)\n$0—100,000\n  \n \n0%       \n \n0.0%     \n$100,001—200,000\n  \n \n15%       \n \n7.5%     \n$200,001—500,000\n  \n \n20%       \n \n15.0%     \n$500,001—750,000\n  \n \n30%       \n \n20.0%     \n$750,001—1,250,000\n  \n \n40%       \n \n28.0%     \n$1,250,001—2,000,000\n  \n \n45%       \n \n34.4%     \n$2,000,001—3,000,000\n  \n \n50%       \n \n39.6%     \n$3,000,001—4,000,000\n  \n \n55%       \n \n43.4%     \n$4,000,001—5,000,000\n  \n \n60%       \n \n46.8%     \n$5,000,000 +\n  \n \n65%       \n \n52.8%     \n \n(a) Effective deferral rates are shown for illustrative purposes only and are based on an annual cash payment equal to the maximum amount in the range\nshown in the far left column (which is assumed to be $7,500,000 for the last range shown).\nMandatory Deferral Awards. Generally, deferral units are satisfied by delivery of shares of our common stock in equal annual installments over a three-\nyear deferral period. Delivery of shares of our common stock underlying vested deferral units is generally made during open trading window periods to\nfacilitate the participant’s liquidity to meet tax obligations. If the participant’s employment is terminated for cause, the participant’s undelivered deferral units\n(vested and unvested) will be immediately forfeited. Upon a change in control or termination of the participant’s employment because of death, any\nundelivered deferral units (vested and unvested) will become immediately deliverable. Unvested bonus deferral awards will be forfeited upon resignation,\nwill immediately vest and be delivered if the participant’s employment is terminated without cause or because of disability and, in connection with a\nqualifying retirement, will continue to vest and be delivered over the applicable deferral period, subject to forfeiture if the participant violates any applicable\nprovision of his or her employment agreement or engages in any competitive activity (as such term is defined in the Bonus Deferral Plan).\n\n\nThe 30,487 and 40,960 deferred restricted common stock units granted under the Bonus Deferral Plan to Mr. Chae and Mr. Finley, respectively, in 2020\nfor 2019 performance vested one-third on January 1, 2021, one-third on January 1, 2022 and one-third on January 1, 2023. The 94,504, 52,993 and 38,734\ndeferred restricted common stock granted to Mr. Gray, Mr. Chae and Mr. Finley, respectively, in 2021 for 2020 performance vested one-third on January 1,\n2022, one-third on January 1, 2023, and will vest one-third on January 1, 2024. The 105,312, 28,797 and 23,663 deferred restricted common stock granted\nto Mr. Gray, Mr. Chae and Mr. Finley, respectively, in 2022 for 2021 performance vested one-third on January 1, 2023, and will vest one-third on January 1,\n2024 and one-third on January 1, 2025. The 176,874, 42,730 and 34,307 deferred restricted common stock granted to Mr. Gray, Mr. Chae and Mr. Finley,\nrespectively, in 2023 for 2022 performance will vest one-third on January 1, 2024, one-third on January 1, 2025 and one-third on January 1, 2026.\nSchwarzman Founding Member Agreement\nUpon the consummation of our initial public offering, we entered into a founding member agreement with Mr. Schwarzman. On March 1, 2018, we\namended and restated this agreement, with\n \n248\nthe approval of the conflicts committee advised by independent counsel, to address certain retirement benefits to be received by Mr. Schwarzman.\nMr. Schwarzman’s agreement provides that he will remain our Chairman and Chief Executive Officer (or, as determined by Mr. Schwarzman, our Chairman\nor Executive Chairman) while continuing service with us and requires him to give us six months’ prior written notice of intent to terminate service with us.\nThe agreement provides that following retirement (or, if applicable, the date on which he ceases active service as a result of his permanent disability),\nMr. Schwarzman will be provided with specified retirement benefits for the remainder of his life, including that he be permitted to retain his then current office\nand continue to be provided with administrative support, access to office services and a car and driver. Mr. Schwarzman will also continue to receive health\nbenefits following his retirement until his death, subject to his continuing payment of the related health insurance premiums consistent with current policies.\nFinally, Mr. Schwarzman will also receive reimbursement for travel costs (including travel on personal aircraft) for Blackstone related business functions,\nannual home and personal security benefits, reasonable access to our Chief Legal Officer, reasonable access to certain events, legal representation for\nBlackstone related matters, and, subject to his continuing payment of costs and expenses related thereto, he will continue to be provided with offices,\ntechnology and support for his family office team at levels consistent with current practice.\nThe agreement provides that, following Mr. Schwarzman’s termination of service, he or related entities will remain entitled to receive awards of carried\ninterest at reduced levels until the later of February 14, 2027 or the date of Mr. Schwarzman’s death. The profit sharing percentage for any carried interest\nawarded in new funds launched after Mr. Schwarzman’s termination of service shall generally be set at 50% of the profit sharing percentage\nMr. Schwarzman held in the most recent corresponding predecessor fund prior to his termination of employment or, in the case of new funds without a\ncorresponding predecessor fund prior to Mr. Schwarzman’s termination of service, a profit sharing percentage set at 50% of the median of the aggregate\nprofit sharing percentages held by Mr. Schwarzman at the time of his termination of service.\nWhile currently Mr. Schwarzman is entitled to invest in or alongside our investment funds without being subject to management fees or carried interest,\nthis has been extended to continue until ten years following the date of Mr. Schwarzman’s death as to Mr. Schwarzman, his estate and related entities.\nOn July 1, 2019, in connection with the Conversion and with the approval of the conflicts committee advised by independent counsel, we amended this\nagreement to address the ongoing compensation to be received by Mr. Schwarzman. Pursuant to the amended agreement, Mr. Schwarzman is entitled to\ndistributions and benefits in amounts and at levels that are consistent with current practices. In addition, the amended agreement provides that, prior to\nMr. Schwarzman’s termination of service, the profit sharing percentage for any carried interest in new funds in which there is a corresponding predecessor\nfund shall be set at the same profit sharing percentage he or related entities held in the most recent such predecessor fund and, in the case where there is\nno such predecessor fund, the profit sharing percentage shall be set at the median profit sharing percentage owned by him or related entities across all\nfunds existing at the time in question. In connection with the amended agreement, Mr. Schwarzman informed the former conflicts committee of our board of\ndirectors that he has no current plan to retire.\n \n249\nSenior Managing Director Agreements\nUpon the consummation of our initial public offering, we entered into substantially similar senior managing director agreements with each of our named\nexecutive officers and other senior managing directors employed at the firm at that time, other than our founder. Senior managing directors who have joined\nthe firm after our initial public offering (including Mr. Finley) have also entered into senior managing director agreements. The agreements generally provide\nthat each senior managing director will devote substantially all of his or her business time, skill, energies and attention to us in a diligent manner. Each\nsenior managing director will be paid distributions and receive benefits in amounts determined by Blackstone from time to time in its sole discretion. The\nagreements require us to provide the senior managing director with 90 days’ prior written notice prior to terminating his or her service with us (other than a\ntermination for cause). Additionally, the agreements with our named executive officers require each senior managing director to give us 90 days’ prior\nwritten notice of intent to terminate service with us and require the senior managing director to be placed on a 90-day period of “garden leave” following the\nsenior managing director’s termination of service (as further described under the caption “— Non-Competition and Non-Solicitation Agreements” below).\nJames Withdrawal Agreement\nIn connection with the retirement of Hamilton E. James on January 31, 2022 (the “Effective Date”), Blackstone and Mr. James entered into a withdrawal\nagreement dated as of May 3, 2022, pursuant to which Mr. James and Blackstone clarified certain agreements and understandings regarding his retirement\nfrom his positions as a director and Executive Vice Chairman of Blackstone as of the Effective Date.\nUnder the terms of the withdrawal agreement, Mr. James entered into a general release of claims in favor of Blackstone and its related parties and\naffirmed his non-competition, non-solicitation, non-disparagement and confidentiality covenants contained in his Non-Competition and Non-Solicitation\nAgreement subject to certain limited exceptions and clarifications. Payments and benefits provided under the withdrawal agreement are generally subject to\nMr. James’ timely execution and non-revocation of the release and compliance with these restrictive covenants.\nThe withdrawal agreement provided that Mr. James would receive certain transitional period benefits and services generally for up to six months\nfollowing his retirement, which included, among other items, technology and operational support, as mutually agreed with Blackstone.\nIn addition, the withdrawal agreement specifies that Mr. James’ Blackstone Holdings Partnership Units and shares of common stock in Blackstone\nwould not continue to vest following the Effective Date. Mr. James was vested in and retained (a) any carried interest awards that relate to portfolio company\ninvestments that closed prior to the Effective Date, (b) any carried interest awards that relate to the tranches of certain “life of fund” investments covering\nperiods that commenced prior to the Effective Date and (c) any allocations of incentive fees that crystalized prior to the Effective Date. Per the withdrawal\nagreement, Mr. James is also be eligible to participate in an annual side-by-side election program to invest up to a specified cap per election period in 2022\nand 2023 across all funds with respect to which an investment opportunity is offered generally to senior managing directors during such election periods.\nMr. James’ investments are subject to certain fees as further described in the withdrawal agreement.\n \n250\n\n\n \nUNITED STATES\nSECURITIES AND EXCHANGE COMMISSION\nWASHINGTON, D.C. 20549\nFORM 10-K\n(Mark One)\n☒\nANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2023\nOR\n☐\nTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM    \nTO    \nCommission File Number: 001-33551\nBlackstone Inc.\n(Exact name of registrant as specified in its charter)\nDelaware\n \n20-8875684\n(State or other jurisdiction of\nincorporation or organization)\n \n(I.R.S. Employer\nIdentification No.)\n345 Park Avenue\nNew York, New York 10154\n(Address of principal executive offices)(Zip Code)\n(212) 583-5000\n(Registrant’s telephone number, including area code)\n \nSecurities registered pursuant to Section 12(b) of the Act:\nTitle of each class\n \nTrading Symbol(s)\n \nName of each exchange on which registered\nCommon Stock\n \nBX\n \nNew York Stock Exchange\nSecurities registered pursuant to Section 12(g) of the Act: None\nIndicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.  Yes ☒ No ☐\nIndicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes \n☐ No ☒\nIndicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter\nperiod that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes ☒ No ☐\nIndicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the\npreceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes ☒ No ☐\nIndicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of\n“large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.\n Large accelerated filer ☒\n  \nAccelerated filer ☐\n Non-accelerated filer ☐\n  \nSmaller reporting company ☐\n  \nEmerging growth company ☐\nIf an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided\npursuant to Section 13(a) of the Exchange Act. ☐\nIndicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of\nthe Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒\nIf securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously\nissued financial statements. ☐\nIndicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers\nduring the relevant recovery period pursuant to §240.10D-1(b). ☐\nIndicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒\nAs of June 30, 2023, the aggregate market value of the shares of common stock held by non-affiliates of the registrant was $\n65.5 billion.\nAs of February 16, 2024, there were 714,644,445 shares of common stock of the registrant outstanding.\nDOCUMENTS INCORPORATED BY REFERENCE\nNone\n \n \nTable of Contents\n \n \n  \n  Page \nPart I.\n \n  \nItem 1.\n Business\n   \n7 \nItem 1A.\n Risk Factors\n   24 \nItem 1B.\n Unresolved Staff Comments\n   81 \nItem 1C.\n Cybersecurity\n   81 \nItem 2.\n Properties\n   83 \nItem 3.\n Legal Proceedings\n   83 \nItem 4.\n Mine Safety Disclosures\n   83 \nPart II.\n \n  \nItem 5.\n Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities\n   84 \nItem 6.\n (Reserved)\n   86 \nItem 7.\n Management’s Discussion and Analysis of Financial Condition and Results of Operations\n   86 \nItem 7A.\n Quantitative and Qualitative Disclosures About Market Risk\n   149 \nItem 8.\n Financial Statements and Supplementary Data\n   153 \nItem 8A.\n Unaudited Supplemental Presentation of Statements of Financial Condition\n   228 \nItem 9.\n Changes in and Disagreements With Accountants on Accounting and Financial Disclosure\n   231 \nItem 9A.\n Controls and Procedures\n   231 \nItem 9B.\n Other Information\n   232 \nItem 9C.\n Disclosure Regarding Foreign Jurisdictions that Prevent Inspections\n   232 \nPart III.\n \n  \nItem 10.\n Directors, Executive Officers and Corporate Governance\n   233 \nItem 11.\n Executive Compensation\n   240 \nItem 12.\n Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters\n   260 \nItem 13.\n Certain Relationships and Related Transactions, and Director Independence\n   264 \n\n\nItem 14.\n Principal Accountant Fees and Services\n   270 \nPart IV.\n \n  \nItem 15.\n Exhibits and Financial Statement Schedules\n   271 \nItem 16.\n Form 10-K Summary\n   287 \nSignatures\n   288 \n \n1\nForward-Looking Statements\nThis report may contain forward-looking statements within the meaning of Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S.\nSecurities Exchange Act of 1934, as amended, which reflect our current views with respect to, among other things, our operations, taxes, earnings and financial performance,\nshare repurchases and dividends. You can identify these forward-looking statements by the use of words such as “outlook,” “indicator,” “believes,” “expects,” “potential,”\n“continues,” “may,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “scheduled,” “estimates,” “anticipates,” “opportunity,” “leads,” “forecast” or the negative\nversion of these words or other comparable words. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important\nfactors that could cause actual outcomes or results to differ materially from those indicated in these statements. We believe these factors include but are not limited to those\ndescribed under the section entitled “Risk Factors” in this report, as such factors may be updated from time to time in our periodic filings with the United States Securities and\nExchange Commission (“SEC”), which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in\nconjunction with the other cautionary statements that are included in this report and in our other periodic filings. The forward-looking statements speak only as of the date of this\nreport, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.\nRisk Factor Summary\nThe following is only a summary of the principal risks that may materially adversely affect our business, financial condition, results of operations and cash flows. The following\nshould be read in conjunction with the more complete discussion of the risk factors we face, which are set forth more fully in “Part I. Item 1A. Risk Factors.”\nRisks Related to Our Business\n \n \n•\n \nOur business could be adversely affected by difficult market and economic conditions, including an economic slowdown, as well as geopolitical conditions or other\nglobal events, such as a pandemic or global health crisis, each of which could materially reduce our revenue, earnings and cash flow and adversely affect our\noperating results and financial prospects and condition.\n \n•\n \nAn increase in interest rates and other changes in the financial markets could negatively impact the values of certain assets or investments and the ability of our\nfunds and their portfolio companies to access the capital markets on attractive terms, which could adversely affect investment and realization opportunities.\n \n•\n \nA decline in the pace or size of investments made by, or poor performance of, our funds may adversely affect our revenues and obligate us to repay Performance\nAllocations previously paid to us, and could adversely affect our ability to raise capital.\n \n•\n \nOur revenue, earnings, net income and cash flow can all vary materially, which may make it difficult for us to achieve steady earnings growth on a quarterly basis.\n \n•\n \nThe asset management business depends in large part on our ability to raise capital from third party investors and is intensely competitive.\n \n•\n \nOur business could be adversely affected by the loss of services from our co-founder and other key senior managing directors and personnel or future difficulty in\nrecruiting and retaining professionals.\n \n•\n \nChanges in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties could adversely affect us, including by adversely impacting our\neffective tax rate and tax liability.\n \n•\n \nCybersecurity or other operational risks could result in the loss of data, interruptions in our business and damage to our reputation, and subject us to regulatory\nactions, increased costs and financial losses.\n \n2\n \n•\n \nTechnological developments in artificial intelligence could disrupt the markets in which we operate and subject us to increased competition, legal and regulatory\nrisks and compliance costs.\n \n•\n \nExtensive regulation of our businesses affects our activities, creates the potential for significant liabilities and penalties, may make it more difficult for us to deploy\ncapital in certain jurisdictions or sell assets to certain buyers, and could result in additional burdens on our business.\n \n•\n \nWe are subject to increasing scrutiny from regulators and certain investors with respect to the environmental, social and governance impacts of investments made\nby our funds.\n \n•\n \nClimate change, climate change-related regulation and sustainability concerns could adversely affect our businesses and the operations of our portfolio companies,\nand any actions we take or fail to take in response to such matters could damage our reputation.\n \n•\n \nEmployee misconduct could impair our ability to attract and retain clients and subject us to legal liability and reputational harm. Fraud, deceptive practices or other\nmisconduct at portfolio companies or service providers could similarly subject us to liability and reputational damage and harm performance.\n \n•\n \nWe are subject to substantial litigation risks and may face significant liabilities and damage to our reputation as a result of allegations of improper conduct and\nnegative publicity.\n \n•\n \nCertain policies and procedures implemented to mitigate potential conflicts of interest and other risk management activities may reduce the synergies across our\nvarious businesses, and failure to deal appropriately with conflicts of interest could damage our reputation and adversely affect our businesses.\n \n•\n \nValuation methodologies can be subject to a significant degree of subjectivity and judgment, and the expected fair value of assets may never be realized.\n \n•\n \nWe may be unable to consummate or successfully integrate development opportunities or increase the number and type of investment products, including those\noffered to retail investors and insurance companies.\n \n•\n \nDependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return on those investments.\n \n•\n \nInvestors may have certain redemption, termination or dissolution rights or may not satisfy their contractual obligation to fund capital calls when requested by us.\n \n•\n \nCertain of our investment funds may invest in securities of companies that are experiencing significant financial or business difficulties.\n \n•\n \nInvestments in certain assets and industries, such as energy, infrastructure and real estate, may expose us to risks inherent to those assets and industries, including\nenvironmental liabilities and increased operational, construction, regulatory and market risks.\n \n•\n \nOur funds’ and our performance may be adversely affected by inaccurate financial projections of our funds’ portfolio companies, contingent liabilities, counterparty\ndefaults or forced disposal of investments at a disadvantageous time.\nRisks Related to Our Organizational Structure\n \n \n•\n \nThe significant voting power of holders of our Series I preferred stock and Series II preferred stock may limit the ability of holders of our common stock to influence\nour business.\n \n•\n \nWe are not required to comply with certain provisions of U.S. securities laws relating to proxy statements and, as a controlled company, certain requirements of the\nNew York Stock Exchange.\n \n•\n \nOur certificate of incorporation provides the Series II Preferred Stockholder with certain rights that may affect or conflict with the interests of the other stockholders\nand could materially alter our operations.\n \n3\n \n•\n \nWe are required to pay our senior managing directors for most of the benefits relating to certain additional tax depreciation or amortization deductions we may claim.\n \n•\n \nIf Blackstone Inc. were deemed an “investment company” under the 1940 Act, applicable restrictions could make it impractical for us to continue our business as\ncontemplated.\nRisks Related to Our Common Stock\n \n \n•\n \nThe price of our common stock may decline due to the large number of shares of common stock eligible for future sale and exchange.\n \n•\n \nOur certificate of incorporation provides us with a right to acquire all of the then outstanding shares of common stock under specified circumstances.\n \n•\n \nOur bylaws designate the Court of Chancery of the State of Delaware or U.S. federal district courts, as applicable, as the sole and exclusive forum for certain types\nof actions and proceedings.\n\n\n \n \nIn this report, references to “Blackstone,” the “Company,” “we,” “us” or “our” refer to Blackstone Inc. and its consolidated subsidiaries.\n“Series I Preferred Stockholder” refers to Blackstone Partners L.L.C., the holder of the sole outstanding share of our Series I preferred stock.\n“Series II Preferred Stockholder” refers to Blackstone Group Management L.L.C., the holder of the sole outstanding share of our Series II preferred stock.\n“Blackstone Funds,” “our funds” and “our investment funds” refer to the funds and other vehicles that are managed by Blackstone. “Our carry funds” refers to funds managed\nby Blackstone that have commitment-based multi-year drawdown structures that pay carry on the realization of an investment.\n“Our hedge funds” refers to our funds of hedge funds, hedge funds, certain of our real estate debt investment funds and certain other credit-focused funds which are\nmanaged by Blackstone.\nWe refer to our separately managed accounts as “SMAs.”\n“Total Assets Under Management” refers to the assets we manage. Our Total Assets Under Management equals the sum of:\n \n \n(a)\nthe fair value of the investments held by our carry funds and our side-by-side and co-investment entities managed by us plus the capital that we are entitled to call\nfrom investors in those funds and entities pursuant to the terms of their respective capital commitments, including capital commitments to funds that have yet to\ncommence their investment periods,\n \n(b)\nthe net asset value of (1) our hedge funds, real estate debt carry funds, Blackstone Property Partners (“BPP”) funds, certain co-investments managed by us, certain\ncredit-focused funds and our Hedge Fund Solutions drawdown funds (plus, in each case, the capital that we are entitled to call from investors in those funds, including\ncommitments yet to commence their investment periods) and (2) our funds of hedge funds, our Hedge Fund Solutions registered investment companies, Blackstone\nReal Estate Income Trust, Inc. (“BREIT”) and Blackstone European Property Income (“BEPIF”) funds,\n \n(c)\nthe invested capital, fair value or net asset value of assets we manage pursuant to separately managed accounts,\n \n(d)\nthe amount of debt and equity outstanding for our collateralized loan obligations (“CLO”) during the reinvestment period,\n \n4\n \n(e)\nthe aggregate par amount of collateral assets, including principal cash, for our CLOs after the reinvestment period,\n \n(f)\nthe gross or net amount of assets (including leverage where applicable) for our credit-focused registered investment companies and business development\ncompanies (“BDCs”),\n \n(g)\nthe fair value of common stock, preferred stock, convertible debt, term loans or similar instruments issued by Blackstone Mortgage Trust, Inc. (“BXMT”) and\n \n(h)\nborrowings under and any amounts available to be borrowed under certain credit facilities of our funds.\nOur carry funds are commitment-based drawdown structured funds that do not permit investors to redeem their interests at their election. Our funds of hedge funds, hedge\nfunds, funds structured like hedge funds and other open-ended funds in our Real Estate, Credit & Insurance and Hedge Fund Solutions segments generally have structures that\nafford an investor the right to withdraw or redeem their interests on a periodic basis (for example, annually, quarterly or monthly), typically with 2 to 95 days’ notice, depending on\nthe fund and the liquidity profile of the underlying assets. In our Perpetual Capital vehicles where redemption rights exist, Blackstone has the ability to fulfill redemption requests\nonly (a) in Blackstone’s or the vehicles’ board’s discretion, as applicable, or (b) to the extent there is sufficient new capital. Investment advisory agreements related to certain\nseparately managed accounts in our Credit & Insurance and Hedge Fund Solutions segments, excluding our separately managed accounts in our insurance platform, may\ngenerally be terminated by an investor on 30 to 90 days’ notice. Separately managed accounts in our insurance platform can generally only be terminated for long-term\nunderperformance, cause and certain other limited circumstances, in each case subject to Blackstone’s right to cure.\n“Fee-Earning Assets Under Management” refers to the assets we manage on which we derive management fees and/or performance revenues. Our Fee-Earning Assets\nUnder Management equals the sum of:\n \n \n(a)\nfor our Private Equity segment funds, Real Estate segment carry funds including certain Blackstone Real Estate Debt Strategies (“BREDS”) funds and certain Hedge\nFund Solutions funds, the amount of capital commitments, remaining invested capital, fair value, net asset value or par value of assets held, depending on the fee\nterms of the fund,\n \n(b)\nfor our credit-focused carry funds, the amount of remaining invested capital (which may include leverage) or net asset value, depending on the fee terms of the fund,\n \n(c)\nthe remaining invested capital or fair value of assets held in co-investment vehicles managed by us on which we receive fees,\n \n(d)\nthe net asset value of our funds of hedge funds, hedge funds, BPP, certain co-investments managed by us, certain registered investment companies, BREIT, BEPIF\nand certain of our Hedge Fund Solutions drawdown funds,\n \n(e)\nthe invested capital, fair value of assets or the net asset value we manage pursuant to separately managed accounts,\n \n(f)\nthe net proceeds received from equity offerings and accumulated distributable earnings of BXMT, subject to certain adjustments,\n \n(g)\nthe aggregate par amount of collateral assets, including principal cash, of our CLOs and\n \n(h)\nthe gross amount of assets (including leverage) or the net assets (plus leverage where applicable) for certain of our credit-focused registered investment companies\nand BDCs.\nEach of our segments may include certain Fee-Earning Assets Under Management on which we earn performance revenues but not management fees.\n \n5\nOur calculations of Total Assets Under Management and Fee-Earning Assets Under Management may differ from the calculations of other asset managers, and as a result\nthis measure may not be comparable to similar measures presented by other asset managers. In addition, our calculation of Total Assets Under Management includes\ncommitments to, and the fair value of, invested capital in our funds from Blackstone and our personnel, regardless of whether such commitments or invested capital are subject to\nfees. Our definitions of Total Assets Under Management and Fee-Earning Assets Under Management are not based on any definition of Total Assets Under Management and\nFee-Earning Assets Under Management that is set forth in the agreements governing the investment funds that we manage.\nFor our carry funds, Total Assets Under Management includes the fair value of the investments held and uncalled capital commitments, whereas Fee-Earning Assets Under\nManagement may include the total amount of capital commitments or the remaining amount of invested capital at cost, depending on whether the investment period has expired\nor as specified by the fee terms of the fund. As such, in certain carry funds Fee-Earning Assets Under Management may be greater than Total Assets Under Management when\nthe aggregate fair value of the remaining investments is less than the cost of those investments.\n“Perpetual Capital” refers to the component of assets under management with an indefinite term, that is not in liquidation, and for which there is no requirement to return\ncapital to investors through redemption requests in the ordinary course of business, except where funded by new capital inflows. Perpetual Capital includes co-investment capital\nwith an investor right to convert into Perpetual Capital.\nThis report does not constitute an offer of any Blackstone Fund.\n \n6\nPart I.\n \nItem 1.\nBusiness\nOverview\nBlackstone is the world’s largest alternative asset manager. We seek to deliver compelling returns for institutional and individual investors by strengthening the companies\nand assets in which we invest. Our more than $1.0 trillion in Total Assets Under Management as of December 31, 2023 include global investment strategies focused on real\nestate, private equity, infrastructure, life sciences, growth equity, credit, real assets, secondaries and hedge funds.\nOur businesses use a solutions-oriented approach to drive better performance. We believe our scale, diversified business, long record of investment performance, rigorous\ninvestment process and strong client relationships position us to continue to perform well in a variety of market conditions, expand our assets under management, and innovate.\n\n\nWe invest across asset classes on behalf of our investors, including pension funds, insurance companies and individual investors. Our mission is to fulfill our fiduciary duty\nby creating long-term value for our investors. We aim to do this by strengthening the companies, real estate assets and other investments in our portfolio, equipping them to thrive\nin the global economy. To the extent our funds perform well, we can support a better retirement for tens of millions of pensioners, including teachers, nurses and firefighters.\nAs of December 31, 2023, we employed approximately 4,735 people, including our 239 senior managing directors, at our headquarters in New York and around the world.\nOur employees are integral to Blackstone’s culture of integrity, professionalism and excellence. We believe hiring, training and retaining talented individuals, coupled with our\nrigorous investment process, has supported our excellent investment record over many years. This record, in turn, has enabled us to innovate into new strategies, drive growth\nand better serve our investors.\nBusiness Segments\nOur four business segments are: (a) Real Estate, (b) Private Equity, (c) Credit & Insurance and (d) Hedge Fund Solutions.\nInformation about our business segments should be read together with “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of\nOperations.”\nFor more information concerning the revenues and fees we derive from our business segments, see “— Fee Structure/Incentive Arrangements.”\nReal Estate\nOur Real Estate business is a global leader in real estate investing, with $336.9 billion of Total Assets Under Management as of December 31, 2023. Our Real Estate\nsegment operates as one globally integrated business with approximately 870 employees and has investments across the globe, including in the Americas, Europe and Asia. Our\nreal estate investment teams seek to utilize our global expertise and presence to generate attractive risk-adjusted returns for our investors.\n \n7\nOur Blackstone Real Estate Partners (“BREP”) business is geographically diversified and targets a broad range of opportunistic real estate and real estate-related\ninvestments. The BREP platform includes global funds as well as funds focused specifically on Europe or Asia investments. BREP seeks to invest thematically in high-quality\nassets, focusing where we see outsized growth potential driven by global economic and demographic trends. BREP has made significant investments in logistics, rental housing,\nhospitality, office and retail properties around the world, as well as in a variety of real estate operating companies.\nOur Core+ real estate strategy invests in substantially stabilized real estate globally primarily through perpetual capital vehicles. Our Core+ real estate strategy includes our\n(a) Blackstone Property Partners (“BPP”) funds, which is focused on high-quality assets in the Americas, Europe and Asia and (b) our non-listed REIT, Blackstone Real Estate\nIncome Trust, Inc. (“BREIT”) and our Blackstone European Property Income (“BEPIF”) vehicles, which provide income-focused individual investors access to institutional quality\nreal estate primarily in the Americas and Europe, respectively.\nOur Blackstone Real Estate Debt Strategies (“BREDS”) platform primarily targets real estate-related debt investment opportunities. BREDS invests in both public and private\nmarkets, primarily in the U.S. and Europe. BREDS’ scale and investment mandates enable it to provide a variety of lending options for our borrowers and investment options for\nour investors, including commercial real estate and mezzanine loans, residential mortgage loan pools and liquid real estate-related debt securities. The BREDS platform includes\nhigh-yield real estate debt funds, liquid real estate debt funds and Blackstone Mortgage Trust, Inc. (“BXMT”), a NYSE-listed real estate investment trust (“REIT”).\nPrivate Equity\nOur Private Equity segment encompasses global businesses with a total of approximately 625 employees managing $304.0 billion of Total Assets Under Management as of\nDecember 31, 2023. Our Private Equity segment includes our Corporate Private Equity business, which consists of: (a) our global private equity funds, Blackstone Capital\nPartners (“BCP”), (b) our sector-focused funds, including our energy- and energy transition-focused funds, Blackstone Energy Transition Partners (“BETP”), (c) our Asia-focused\nprivate equity funds, Blackstone Capital Partners Asia and (d) our core private equity funds, Blackstone Core Equity Partners (“BCEP”). Our Private Equity segment also includes\n(a) our opportunistic investment platform that invests flexibly across asset classes, industries and geographies, Blackstone Tactical Opportunities (“Tactical Opportunities”),\n(b) our secondary fund business, Strategic Partners Fund Solutions (“Strategic Partners”), (c) our infrastructure-focused funds, Blackstone Infrastructure Partners (“BIP”), (d) our\nlife sciences investment platform, Blackstone Life Sciences (“BXLS”), (e) our growth equity investment platform, Blackstone Growth (“BXG”), (f) our investment platform offering\neligible individual investors access to Blackstone’s private equity capabilities, Blackstone Private Equity Strategies Fund (“BXPE”), (g) our multi-asset investment program for\neligible high-net-worth investors offering exposure to certain of Blackstone’s key illiquid investment strategies through a single commitment, Blackstone Total Alternatives Solution\n(“BTAS”) and (h) our capital markets services business, Blackstone Capital Markets (“BXCM”).\nWe are a global leader in private equity investing. Our Corporate Private Equity business pursues transactions across industries on a global basis. It strives to create value\nby investing in great businesses where our capital, strategic insight, global relationships and operational support can drive transformation. Corporate Private Equity’s investment\nstrategies and core themes continually evolve in anticipation of, or in response to, changes in the global economy, local markets, regulation, capital flows and geopolitical trends.\nWe seek to construct a differentiated portfolio of investments with a well-defined, post-acquisition value creation strategy. Similarly, we seek investments that can generate strong\nunlevered returns regardless of entry or exit cycle timing.\nBCEP 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\ntraditional private equity.\n \n8\nTactical Opportunities pursues a thematically driven, opportunistic investment strategy. Our flexible, global mandate enables us to find differentiated opportunities across\nasset classes, industries and geographies and invest behind them with the frequent use of structure to generate attractive risk-adjusted returns. Tactical Opportunities’ ability to\ndynamically shift focus to the most compelling opportunities in any market environment, combined with the business’ expertise in structuring complex transactions, enables\nTactical Opportunities to invest in attractive market areas, often with securities that provide downside protection and maintain upside return.\nStrategic Partners is a total fund solutions provider. As a secondary investor, it acquires interests in high-quality private funds from original holders seeking liquidity.\nStrategic 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\nfunds, as well as general partner-led transactions and primary investments and co-investments with financial sponsors. Strategic Partners also provides investment advisory\nservices to separately managed account clients investing in primary and secondary investments in private funds and co-investments.\nBIP targets a diversified mix of core+, core and public-private partnership investments across all infrastructure sectors, including energy infrastructure, transportation, digital\ninfrastructure and water and waste, with a primary focus in the U.S. BIP applies a disciplined, operationally intensive investment approach to investments, seeking to apply a\nlong-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\nyield.\nBXLS invests across the life cycle of companies and products within the life sciences sector. BXLS primarily focuses on investments in life sciences products in late-stage\nclinical development within the pharmaceutical, biotechnology and medical technology sectors.\nBXG seeks to deliver attractive risk-adjusted returns by investing in dynamic, growth-stage businesses, with a focus on the consumer, consumer technology, enterprise\nsolutions, financial services and healthcare sectors.\nBXPE invests primarily in privately negotiated, equity-oriented investments, leveraging Blackstone’s private equity talent and investment capabilities to create an attractive\nportfolio of alternative investments diversified across geographies and sectors.\nCredit & Insurance\nOur Credit & Insurance segment has approximately 640 employees and manages $318.9 billion of Total Assets Under Management as of December 31, 2023. Effective\nJanuary 1, 2024, our corporate credit (formerly Blackstone Credit or BXC), asset based finance and insurance (“insurance platform” and formerly Blackstone Insurance Solutions\nor BIS) groups were integrated into a single new unit, Blackstone Credit & Insurance (“BXCI”). BXCI offers its clients and borrowers a comprehensive solution across corporate\nand asset based, as well as investment grade and non-investment grade, private credit. BXCI is one of the largest credit-oriented managers and CLO managers in the world. The\ninvestment portfolios of the funds BXCI’s credit platform manages or sub-advises consist primarily of loans and securities of non-investment and investment grade companies\nspread across the capital structure including senior debt, subordinated debt, preferred stock and common equity.\n\n\nBXCI is organized into three overarching credit investing strategies: private corporate credit, liquid corporate credit and infrastructure and asset based credit. The private\ncorporate credit strategies include mezzanine and direct lending funds, private placement strategies and stressed/distressed strategies. The direct lending funds include\nBlackstone Private Credit Fund (“BCRED”) and Blackstone Secured Lending Fund (“BXSL”), both of which are business development companies (“BDCs”). The liquid corporate\ncredit strategies consist of CLOs, closed-ended funds, open-ended funds, systematic strategies and separately managed accounts. The infrastructure and asset based credit\nstrategies include our energy strategies (including our sustainable resources platform) and asset based finance strategies focused on privately originated, income-oriented credit\nassets secured by physical or financial collateral.\n \n9\nOur insurance platform focuses on providing full investment management services for insurers’ general accounts, seeking to deliver customized and diversified portfolios that\ninclude allocations to Blackstone managed products and strategies across asset classes and Blackstone’s private credit origination capabilities. Through this platform, we provide\nour clients tailored portfolio construction and strategic asset allocation, seeking to generate risk-managed, capital-efficient returns, diversification and capital preservation that\nmeets clients’ objectives. We also provide similar services to clients through separately managed accounts or by sub-managing assets for certain insurance-dedicated funds and\nspecial purpose vehicles. Through the insurance platform, we currently manage assets for clients that include Corebridge Financial Inc., Everlake Life Insurance Company,\nFidelity & Guaranty Life Insurance Company and Resolution Life Group, among others.\nIn addition, as reflected in this Annual Report on Form 10-K, our Credit & Insurance segment also includes a platform managed by Harvest Fund Advisors LLC (“Harvest”),\nwhich primarily invests in publicly traded energy infrastructure, renewables and master limited partnerships holding midstream energy assets in North America. Effective the\nsecond quarter of 2024, Harvest will be included in the Hedge Fund Solutions segment.\nHedge Fund Solutions\nWorking with our clients for more than 30 years, our Hedge Fund Solutions group is a leading manager of institutional funds with approximately 255 employees managing\n$80.3 billion of Total Assets Under Management as of December 31, 2023. The principal component of our Hedge Fund Solutions segment is Blackstone Alternative Asset\nManagement (“BAAM”). BAAM is the world’s largest discretionary allocator to hedge funds, managing a broad range of commingled and customized fund solutions since its\ninception in 1990. The Hedge Fund Solutions segment also includes (a) investment platforms that invest directly, including our Blackstone Strategic Opportunity Fund, which\nseeks to produce long term, risk-adjusted returns by investing in a wide variety of securities, assets and instruments, often sourced and/or managed by third party subadvisors or\naffiliated Blackstone managers, (b) our hedge fund seeding business and (c) registered funds that provide alternative asset solutions through daily liquidity products. In addition,\nas reflected in this Annual Report on Form 10-K, our Hedge Fund Solutions segment also includes our GP stakes business (“GP Stakes”), which targets minority investments in\nthe 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\nyield and long-term capital appreciation. Effective the second quarter of 2024, GP Stakes will be included in the Private Equity segment. In addition, effective the first quarter of\n2024, the Hedge Fund Solutions segment will be renamed “Multi-Asset Investing.” Hedge Fund Solutions seeks to grow investors’ assets through both commingled and custom-\ntailored investment strategies designed to deliver compelling risk-adjusted returns. Diversification, risk management and due diligence are key tenets of that approach.\nPerpetual Capital\nEach of our business segments currently includes Perpetual Capital assets under management, which refers to assets under management with an indefinite term, that are\nnot in liquidation and for which there is no requirement to return capital to investors through redemption requests in the ordinary course of business, except where funded by new\ncapital inflows. In recent years, we have continued to meaningfully increase our assets under management in such vehicles. Perpetual Capital strategies represent a significant\nand growing portion of our overall business, and the management fees and performance revenues we receive. Among the strategies in each of our segments, Perpetual Capital\nstrategies 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 and BXPE,\n(c) in our Credit & Insurance segment, BXSL and BCRED and (d) in our Hedge Fund Solutions segment, GP Stakes. In addition, assets managed for certain of our insurance\nclients are Perpetual Capital assets under management.\n \n10\nPrivate Wealth Strategy\nBlackstone’s business historically focused on the provision of investment products, such as traditional drawdown funds, to institutional investors. In recent years, we have\nconsiderably expanded the number and type of investment products we offer through various distribution channels to certain high-net-worth and mass affluent individual investors\nin the U.S. and other jurisdictions around the world. Our Private Wealth Solutions business is dedicated to building out our distribution capabilities in the private wealth channel to\nprovide certain individual investors with access to Blackstone products across a broad array of alternative investment strategies. In recent years, capital from the private wealth\nchannel 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\nthis market segment.\nInvestment Process and Risk Management\nWe maintain a rigorous investment process across all of our investment vehicles. Each investment vehicle has investment policies and procedures that generally contain\nrequirements, guidelines and limitations for investments, such as limitations relating to the amount that will be invested in any one investment and the types of assets, industries\nor geographic regions in which the vehicle will invest, as well as limitations required by law.\nOur investment professionals are responsible for identifying, evaluating, underwriting, diligencing, negotiating, executing, managing and exiting investments. For those of our\nbusinesses with review committees and/or investment committees, such committees review and evaluate investment opportunities in a framework that includes a qualitative and\nquantitative assessment of the key risks of investments. In such businesses, investment professionals generally submit investment opportunities for review and approval by a\nreview committee and/or investment committee, subject to delineated exceptions set forth in the funds’ investment committee charters or resolutions. Review and investment\ncommittees are generally comprised of senior leaders and other senior professionals of the applicable investment business, and in many cases, other senior leaders of Blackstone\nand its businesses. Considerations that review and investment committees take into account when evaluating an investment may include, without limitation and depending on the\nnature of the investing business and its strategy, the quality of the business or asset in which the fund proposes to invest, the quality of the management team, likely exit\nstrategies and factors that could reduce the value of the business or asset at exit, the ability of the business in which the investment is made to service debt in a range of\neconomic and interest rate environments, macroeconomic trends in the relevant geographic region or industry and the quality of the businesses’ operations. In addition, the\nmajority of our businesses have ESG policies that address, among other things, the review of ESG risks in the respective business’s investment process. Existing investments are\nreviewed and monitored on a regular basis by investment and asset management professionals. In addition, our investment professionals, Portfolio Operations professionals work\nwith our portfolio company senior executives to identify opportunities to drive operational efficiencies and growth.\nIn addition, before deciding to invest in an investment fund or an alternative asset manager, as applicable, our Hedge Fund Solutions and Strategic Partners teams conduct\ndiligence in a number of areas, which, depending on the nature of the investment, may include, among others, the fund’s/manager’s performance, investment terms, investment\nstrategy and investment personnel, as well as its operations, processes, risk management and internal controls. With respect to liquid credit clients and other clients whose\nportfolios are actively traded in our Credit & Insurance segment, our industry-focused research analysts provide the review and/or investment committee with a formal and\ncomprehensive review of new investment recommendations and portfolio managers and trading professionals discuss, among other things, risks associated with overall portfolio\ncomposition. Our Credit & Insurance segment’s research team monitors the operating performance of underlying issuers, while portfolio managers, together with our traders,\nfocus on optimizing asset composition to maximize value for our investors. This investment process is assisted by a variety of proprietary and non-proprietary research models\nand methods.\n \n11\nStructure and Operation of Our Investment Vehicles\nOur asset management businesses include private investment funds, registered funds, BDCs, REITs, CLOs, SMAs and other vehicles focused on real estate, private equity,\ninfrastructure, life sciences, growth equity, credit, real assets and secondary funds, all on a global basis. Many of our private investment funds and other vehicles are targeted at\ninstitutional investors. We also have several products, such as BREIT, BCRED and BXPE, among others, that are targeted at individual investors, including high-net-worth\ninvestors (“Private Wealth Products”).\nOur private investment funds are generally organized as limited partnerships with respect to U.S. domiciled vehicles and limited partnerships or other similar limited liability\nentities with respect to non-U.S. domiciled vehicles. These funds accept commitments and/or subscriptions for investment from institutional investors and/or high-net-worth\nindividuals. Our Private Wealth Products are organized using a variety of structures, including corporations, statutory trusts, limited partnerships or other vehicles, and accept\nsubscriptions for investment from high-net-worth individuals and/or other individual investors. Our private investment funds are generally either commitment-structured funds,\n\n\nwhere commitments are generally drawn down from investors on an as-needed basis to fund investments (or for other permitted purposes) over a specified term, or open-ended\nfunds, where the investor’s capital may be fully funded on or shortly after the investor’s subscription date and cash proceeds resulting from the disposition of investments can be\nreinvested, subject to certain limitations and limited investor withdrawal rights. In most of our Private Wealth Products, the investor’s capital is fully funded on the subscription\ndate. Our BXCI insurance platform is generally structured around separately managed accounts and our BXCI CLO vehicles are generally private companies with limited liability.\nOur investment funds, separately managed accounts and other vehicles not domiciled in the European Economic Area (the “EEA”) are each generally advised by a\nBlackstone entity serving as investment adviser that is registered under the U.S. Investment Advisers Act of 1940, as amended (the “Advisers Act”). For our investment funds,\nseparately managed accounts and other vehicles domiciled in the EEA, a Blackstone entity domiciled in the EEA generally serves as external alternative investment fund\nmanager (“AIFM”), and the AIFM typically delegates its portfolio management function to a Blackstone-affiliated investment adviser registered under the Advisers Act. The\nBlackstone entity serving as investment adviser or AIFM, as applicable, typically carries out substantially all of the day-to-day operations of each investment vehicle pursuant to\nan investment advisory, investment management, AIFM or other similar agreement. Generally, the material terms of our investment advisory and AIFM agreements, as\napplicable, relate to the scope of services to be rendered by the investment adviser or the AIFM to the applicable vehicle, the calculation of management fees to be borne by\ninvestors in our investment vehicles, the calculation of and the manner and extent to which other fees received by the investment adviser or the AIFM, as applicable, from funds or\nfund portfolio companies serve to offset or reduce the management fees payable by investors in our investment vehicles and certain rights of termination with respect to our\ninvestment advisory and AIFM agreements.\nOur private investment funds do not generally register as investment companies under the U.S. Investment Company Act of 1940, as amended (the “1940 Act”), in reliance\non the statutory exemptions provided by Section 3(c)(7), Section 3(c)(5)(C) or Section 3(c)(1) thereof. Section 3(c)(7) of the 1940 Act exempts from its registration requirements\ninvestment vehicles privately placed in the United States whose securities are beneficially owned exclusively by persons who, at the time of acquisition of such securities, are\n“qualified purchasers” as defined under the 1940 Act. In addition, under current interpretations of the SEC, Section 3(c)(7) of the 1940 Act exempts from registration any non-U.S.\ninvestment vehicle all of whose outstanding securities are beneficially owned either by non-U.S. residents or by U.S. residents that are qualified purchasers. Section 3(c)(5)(C)\n \n12\nof the 1940 Act exempts from its registration requirements certain companies engaged primarily in investment in mortgages and other liens or investments in real estate.\nSection 3(c)(1) of the 1940 Act exempts from its registration requirements privately placed investment vehicles whose securities are beneficially owned by not more than\n100 persons. Additionally, under current interpretations of the SEC, Section 3(c)(1) of the 1940 Act exempts from registration any non-U.S. investment vehicle not publicly offered\nin the U.S. all of whose outstanding securities are beneficially owned by not more than 100 U.S. residents. In addition, each of BXMT and BREIT conducts its operations in a\nmanner that allows it to maintain its REIT qualification and avail itself of the statutory exemption provided by Section 3(c)(5)(C) of the 1940 Act and our U.S. BXPE vehicle relies\non Section 3(c)(7) of the 1940 Act. Our Private Wealth Products include funds that are registered, or regulated as a BDC, under the 1940 Act. In addition, certain of our\ninvestment advisers or AIFMs advise or sub-advise funds domiciled in, and subject to registration and regulatory requirements of, the EEA.\nIn addition to having an investment adviser, each investment fund that is a limited partnership, or “partnership” fund, also has a general partner that, apart from partnership\nfunds domiciled in the EEA, generally makes all operational and investment decisions, including the making, monitoring and disposing of investments. Investment vehicles in our\nPrivate Wealth Products typically have a board that includes independent directors. In the case of our separately managed accounts, the investor, rather than we, generally holds\nor has custody of the investments. The investors in our investment funds generally take no part in the conduct or control of the business of the investment funds, have no right or\nauthority to act for or bind the investment funds and have no influence over the voting or disposition of the securities or other assets held by the investment funds. Third party\ninvestors in some of our partnership funds have the right to remove the general partner of the fund or to accelerate the termination of the fund without cause by a majority or\nsupermajority vote. 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\nspecified 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\n(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\n(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\nrequired to restart it. In addition, the governing agreements of some of our partnership funds provide that investors have the right to terminate the investment period for any\nreason by a supermajority vote of the investors in such fund.\nFee Structure/Incentive Arrangements\nManagement Fees\nThe following is a general description of the management fees earned by Blackstone. Management fees are generally based on an annual rate but payable on a regular\nbasis (typically monthly or quarterly). Management fees received are not subject to clawback.\n \n \n•\n \nIn our carry funds, the investment adviser or AIFM (depending on the domicile of the fund) receives a management fee based on a percentage of the fund’s capital\ncommitments, invested capital and/or undeployed capital during the investment period and the fund’s invested capital, investment fair value or capital commitments\nafter the investment period. Management fees are generally payable over either the term or life of the fund. Depending on the fee basis, negative performance of\none or more investments in the fund may reduce the total management fee paid for the relevant period, but not the fee rate.\n \n•\n \nIn our other fund structures, unless outlined differently below, the investment adviser or AIFM (depending on the domicile of the fund) receives a management fee\nbased on a percentage of the fund’s net asset value over the term or life of the fund. These funds may permit investors to withdraw or redeem their interests\nperiodically, in some cases following the expiration of a specified period of time when capital may not be withdrawn. Decreases in net asset value reduce the total\nmanagement fee paid for the relevant period, but not the fee rate.\n \n13\n \n•\n \nIn our CLOs, the investment adviser typically receives a base management fee and a subordinated management fee, which are calculated as a percentage of the\nCLO’s assets. Although varying from deal to deal, a CLO will typically be wound down within eight to eleven years of being launched. The amount of fees will\ndecrease as the CLO deleverages toward the end of its term.\n \n•\n \nIn our separately managed accounts, the investment adviser generally receives a management fee based on a percentage of each account’s net asset value or\ninvested capital. Such management fees are generally subject to contractual rights the investor has to terminate our management on generally as short as 30 days’\nnotice.\n \n•\n \nIn our credit-focused registered investment companies and our BDCs, the investment adviser typically receives a management fee based on a percentage of net\nasset value or total managed assets. Such management fees are generally subject to contractual rights of the company’s board of directors to terminate our\nmanagement of an account on as short as 30 days’ notice.\n \n•\n \nFor BXMT, the investment adviser receives a management fee based on a percentage of BXMT’s net proceeds received from equity offerings and accumulated\n“distributable earnings” (which is generally equal to its net income, calculated under GAAP, excluding certain non-cash and other items), subject to certain\nadjustments.\nFor additional information regarding the management fee rates we receive, see “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of\nOperations — Critical Accounting Policies — Revenue Recognition — Management and Advisory Fees, Net.”\nIncentive Arrangements\nOur incentive arrangements are composed of (a) contractual incentive fees received from certain investment vehicles upon achieving specified cumulative investment\nreturns (“Incentive Fees”), and (b) a disproportionate allocation of the income generated by investment vehicles otherwise allocable to investors upon achieving certain investment\nreturns (“Performance Allocations”, and, together with Incentive Fees, “Performance Revenues”).\nIn 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\ncarried 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\nincome.\nCarried interest is typically structured as a net profits interest in the applicable fund. In the case of our carry funds, carried interest is generally calculated on a “realized gain”\nbasis, and each general partner (or affiliate) is generally entitled to an allocation of up to 20% of the net realized income and gains (generally taking into account realized and\nunrealized or net unrealized losses) generated by such fund. Net realized income or loss is not generally netted between or among funds, and in some cases our carry funds\nprovide for allocations to be made on current income distributions (subject to certain conditions).\nFor most carry funds, the carried interest is subject to a preferred limited partner return generally ranging from 5% to 8% per year, subject to a catch-up allocation to the\ngeneral partner. Some of our carry funds do not provide for a preferred return, and generally the terms of our carry funds vary in certain respects across our business units and\n\n\nvintages. If, at the end of the life of a carry fund (or earlier with respect to certain of our carry funds), as a result of diminished performance of later investments in a carry fund’s\nlife, (a) the general partner receives in excess of the relevant carried interest percentage(s) applicable to the fund as applied to the fund’s\n \n14\ncumulative net profits over the life of the fund, or (in certain cases) (b) the carry fund has not achieved investment returns that exceed the preferred return threshold (if\napplicable), then we will be obligated to repay an amount equal to the carried interest that was previously distributed to us that exceeds the amounts to which we were ultimately\nentitled, up to the amount of carried interest received on an after-tax basis. This is known as a “clawback” obligation and is an obligation of any person who received such carried\ninterest, including us and other participants in our carried interest plans.\nAlthough a portion of any dividends paid to our stockholder may include any carried interest received by us, we do not intend to seek fulfillment of any clawback obligation by\nseeking to have our stockholders return any portion of such dividends attributable to carried interest associated with any clawback obligation. To the extent we are required to\nfulfill a clawback obligation, however, we may determine to decrease the amount of our dividends to our stockholders. The clawback obligation operates with respect to a given\ncarry fund’s own net investment performance only and carried interest of other funds is not netted for determining this contingent obligation. Moreover, although a clawback\nobligation is several, the governing agreements of most of our funds provide that to the extent another recipient of carried interest (such as a current or former employee) does not\nfund his or her respective share of the clawback obligation then due, then we and our employees who participate in such carried interest plans may have to fund additional\namounts (generally an additional 50% to 70% beyond our pro-rata share of such obligation) although we retain the right to pursue any remedies that we have under such\ngoverning agreements against those carried interest recipients who fail to fund their obligations. We have recorded a contingent repayment obligation equal to the amount that\nwould be due on December 31, 2023, if the various carry funds were liquidated at their current carrying value. For additional information concerning the clawback obligations we\ncould face, see “— Item 1A. Risk Factors — Risks Related to Our Business — We may not have sufficient cash to pay back “clawback” obligations if and when they are triggered\nunder the governing agreements with our investors.”\nIn our structures other than carry funds, our Performance Revenues generally consist of performance-based allocations of a vehicle’s net capital appreciation during a\nmeasurement period, typically a year, subject to the achievement of minimum return levels, high water marks, loss carry forwards and/or other hurdle provisions, in accordance\nwith the respective terms set out in each vehicle’s governing agreements. Such allocations are typically realized at the end of the measurement period and, once realized, are\ntypically 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\nour Perpetual Capital strategies contribute a significant and growing portion to our overall revenues.\nThe following is a general description of the Performance Revenues earned by Blackstone in structures other than carry funds:\n \n \n•\n \nIn our Hedge Fund Solutions segment, the investment adviser of certain of our funds of hedge funds, hedge funds, separately managed accounts that invest in\nhedge 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\ninvestment vehicle’s net appreciation, subject to “high water mark” provisions and in some cases a preferred return.\n \n•\n \nThe 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\nfund’s net capital appreciation per annum.\n \n•\n \nThe 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\nand 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.\n \n15\n \n•\n \nThe 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\nstockholders’ equity (excluding stock appreciation or depreciation), provided that BXMT’s distributable earnings over the prior three years is greater than zero.\n \n•\n \nThe general partner or special limited partner of each of BREIT, BEPIF and BXPE receives a performance participation allocation of 12.5% of total return, subject to\na 5% hurdle amount with a catch-up and recouping any loss carry forward amounts, measured annually and payable quarterly.\n \n•\n \nThe 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\nhurdle amount generally of between 5.5% and 7%, a loss recovery amount and a catch-up. Incentive allocations for these funds are generally realized every three\nyears from when a limited partner makes its initial investment, or upon a limited partner’s redemption from the fund.\nAdvisory and Transaction Fees\nSome of our investment advisers or their affiliates receive customary fees (for example, acquisition, origination and other transaction fees) upon consummation of their funds’\ntransactions, and may from time to time receive advisory, monitoring and other fees in connection with their activities. For most of the funds where we receive such fees, we are\nrequired to reduce the management fees charged to the funds’ investors by 50% to 100% of such limited partner’s share of such fees.\nCapital Invested In and Alongside Our Investment Funds\nTo further align our interests with those of investors in our investment funds, we have invested the firm’s capital and that of our personnel in the investment funds we sponsor\nand manage. Minimum general partner capital commitments to our investment funds are determined separately with respect to each of our investment funds and, generally, are\nless than 5% of the limited partner commitments of any particular fund. See “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of\nOperations — Liquidity and Capital Resources” for more information regarding our minimum general partner capital commitments to our funds. We determine whether to make\ngeneral partner capital commitments to our funds in excess of the minimum required commitments based on, among other things, our anticipated liquidity, working capital and\nother capital needs. In many cases, we require our senior managing directors and other professionals to fund a portion of the general partner capital commitments to our funds. In\nother cases, we may from time to time offer to our senior managing directors and employees a part of the funded or unfunded general partner commitments to our investment\nfunds. Our general partner capital commitments are funded with cash and not with carried interest or deferral of management fees.\nInvestors in many of our funds also receive the opportunity to make additional “co-investments” with the investment funds. Our personnel, as well as Blackstone itself and\ncertain Blackstone relationships, also have the opportunity to make investments, in or alongside our funds and other vehicles we manage, in some instances without being subject\nto management fees, carried interest or incentive fees. In certain cases, limited partner investors may pay additional management fees or carried interest in connection with such\nco-investments.\nCompetition\nThe asset management industry is intensely competitive, and we expect it to remain so. We compete both globally and on a regional, industry and sector basis. We compete\non the basis of a number of factors, including investment performance, transaction execution skills, access to capital, access to and retention of qualified personnel, reputation,\nrange of products and services, innovation and price.\n \n16\nWe face competition in the pursuit of institutional and individual investors for our investment funds. Although over time many institutional and individual investors have\nincreased the amount of capital they commit to alternative investment funds, such increases may create increased competition with respect to fees charged by our funds. Certain\ninstitutional investors have demonstrated a preference to in-source their own investment professionals and to make direct investments in alternative assets without the assistance\nof private equity advisers like us. We compete for investments with such institutional investors and such institutional investors could cease to be our clients. With respect to the\nprivate wealth channel and insurance sector, the market for capital is highly competitive, requires significant investment and is highly regulated, which could create competitive\nchallenges for us.\nWe also face competition in the pursuit of attractive investment opportunities for our funds. Depending on the investment, we face competition primarily from sponsors\nmanaging other funds, investment vehicles and other pools of capital, other financial institutions and institutional investors (including sovereign wealth and pension funds),\ncorporate buyers and other parties. Several of these competitors have significant amounts of capital and many of them have investment objectives similar to ours, which may\ncreate additional competition for investment opportunities. Some of these competitors may also have a lower cost of capital and access to funding sources or other resources that\nare not available to us, which may create competitive disadvantages for us with respect to investment opportunities. In addition, some of these competitors may have higher risk\ntolerances, 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\ninvestments. Corporate buyers may be able to achieve synergistic cost savings with regard to an investment or be perceived by sellers as otherwise being more desirable bidders,\nwhich may provide them with a competitive advantage in bidding for an investment.\nIn all of our businesses, competition is also intense for the attraction and retention of qualified employees. Our ability to continue to compete effectively in our businesses will\ndepend upon our ability to attract new employees and retain and motivate our existing employees.\n\n\nFor additional information concerning the competitive risks that we face, see “— Item 1A. Risk Factors — Risks Related to Our Business — The asset management business\nis intensely competitive.”\nEnvironmental, Social and Governance\nOur investors have relied on our relentless commitment to excellence for nearly 40 years. Our ESG efforts are anchored in our goal of generating strong returns for investors\nto fulfil our fiduciary duty. Our integrated team includes dedicated coverage at the firm level and at individual business units. Senior management reports quarterly to our board of\ndirectors, which is responsible for reviewing our ESG strategy, including on the basis of periodic reports from management addressing relevant matters and practices.\nOur strategy prioritizes (a) reinforcing strong governance, a foundation of resilient companies, (b) accelerating decarbonization by investing in the energy transition and\ndriving value-accretive emissions reduction in our portfolio and (c) building workplaces by expanding talent pools. We have pursued attractive investments in companies and\nassets that support the global energy transition. We are also focused on helping select portfolio companies capture cost savings through greenhouse gas emission reduction\nefforts as part of our Emissions Reduction Program. This program aims to reduce Scope 1 and Scope 2 carbon emissions by 15% on average across certain new investments\nwhere we control energy usage during the first three full calendar years of ownership. At a corporate level, we seek to advance corporate sustainability, energy efficiency and\nenvironmental performance at out global office locations.\n \n17\nAt Blackstone, our people are our most valuable asset. We seek to attract, develop and retain outstanding talent across a wide spectrum of disciplines. We believe building\ninclusive workplaces positions us and our portfolio companies to access a broad pool of qualified talent, including from historically under-tapped talent pools, and foster inclusive\ncultures that generate lasting value for our investors. See “— Human Capital Management.”\nHuman Capital Management\nBlackstone’s employees are integral to our culture of integrity, professionalism, excellence and cooperation. The intellectual capital collectively possessed by our employees\nis our most important asset. We hire qualified people, train them and encourage them to work together to provide their best thinking to the firm for the benefit of the investors in\nthe funds we manage. As of December 31, 2023, we employed approximately 4,735 people. During 2023, our total number of employees increased by approximately 40.\nOur board of directors plays an active role in overseeing our human capital management efforts. To that end, senior management reviews with our board of directors\nmanagement succession planning and development and other key aspects of our talent management strategy.\nWe believe a workforce reflecting a breadth of backgrounds and experiences makes us better investors and a better firm. Our diversity, equity and inclusion strategy\nleverages a people-driven framework based on four key pillars: recruiting, talent development, community and inclusion and accountability. We believe that by focusing on each of\nthese pillars and investing in our people and our culture, we will create an inclusive environment that helps expand our access to the best available talent and drives retention and\nadvancement opportunities for our employees.\nTo that end, our employee affinity networks, which are open to all employees, serve as a platform for our professionals to expand cultural awareness and connect to other\nemployees, including through speaker series, professional development panels and social events. We also seek to enable ourselves and our portfolio companies to access a\nbroad pool of qualified talent, including through firm programs aimed at introducing talented undergraduate students to financial services and Blackstone and portfolio programs\naimed at helping our portfolio companies access historically under-tapped talent pools.\nEmployee and Community Engagement\nBlackstone is committed to ensuring our employees are engaged with their work and with their local communities. Blackstone regularly gathers feedback from our employees\nvia internal and/or external surveys to assess employee engagement and satisfaction and develop targeted solutions. Blackstone also supports its employee affinity networks in\ntheir efforts to expand cultural awareness and connection across the firm.\nIn addition, the Blackstone Charitable Foundation (“BXCF”) was established in 2007 and is committed to supporting Blackstone’s goal of helping foster economic opportunity\nand career mobility for historically underrepresented groups. This includes, among other initiatives, its signature Blackstone LaunchPad network, which seeks to close the\nopportunity gap by equipping college and university students with the entrepreneurial skills they need to build lasting careers, and BX Connects, a global program that provides\nBlackstone employees with the opportunity to support their local communities through volunteering and giving. BX Connects uses the firm’s scale, talent and resources to make\ngrants, develop nonprofit partnerships and create employee engagement opportunities. Nearly 90% of our employees engaged globally with BXCF’s charitable initiatives in 2023.\n \n18\nTalent Acquisition, Development and Retention\nWe believe the talent of our employees, coupled with our rigorous investment process, has supported our excellent investment record over many years. We are therefore\nfocused on hiring, training, motivating and retaining talented individuals. Across all our businesses, we face intense competition for qualified personnel.\nWe seek to attract and retain the brightest minds across a wide spectrum of disciplines and from varied backgrounds and experiences. We believe our reputation, talent\ndevelopment opportunities and compensation make us an attractive employer. We encourage independent thinking and reward initiative while providing training and development\nopportunities to help our employees grow professionally. In addition, our Respect at Work programs and trainings help maintain an inclusive work environment in which all\nindividuals are treated with respect and dignity. Employee education and training are also critical to maintaining a culture of compliance.\nBlackstone offers a wide range of learning and professional development opportunities, both formally and informally, to help employees advance their careers and maximize\nthe value they can add to the global firm. Incoming analyst classes are provided with training that spans their first few years. In addition, our new hires are provided with training\nand other opportunities to help them thrive in our culture, including through our Culture Program and our Leadership Speaker Series. Blackstone employees are trained or enrolled\nin compliance training when they start at the firm, and we retrain employees globally at least once annually. Over the course of their careers at Blackstone, employees are offered\nlearning opportunities in a number of areas including leadership and management development and communication skills, among others. We offer a global development\ncurriculum on key capabilities required to succeed at Blackstone, and we partner with external organizations to deliver training programs for our employees. We consistently seek\nto create visibility and opportunities for talent to take on roles beyond their current positions, and for managers to connect regularly to discuss and match talent with critical roles.\nThese efforts result in cross-pollination of talent that we believe engages our people and generates stronger outcomes for the firm.\nAs discussed below, we seek to retain and incentivize the performance of our employees through our compensation structure. We also enter into non-competition and non-\nsolicitation agreements with certain employees. See “Part III. Item 11. Executive Compensation — Non-Competition and Non-Solicitation Agreements” for a description of the\nmaterial terms of such agreements.\nCompensation, Benefits and Wellness\nOur compensation is designed to motivate and retain employees and align their interests with those of the investors in our funds. In particular, incentive compensation for our\nsenior managing directors and employees involves a combination of annual cash bonus payments and performance interests or deferred equity awards, which we believe\nencourages them to focus on the performance of our investment funds and the overall performance of the firm. The proportion of compensation that is “at risk” generally increases\nas an employee’s level of responsibility rises. Employees at higher total compensation levels are generally targeted to receive a greater percentage of their total compensation\npayable in annual cash bonuses, participation in performance interests and deferred equity awards and a lesser percentage in the form of base salary compared to employees at\nlower total compensation levels. To further align their interests with those of investors in our funds, we provide employees with the opportunity to make investments in or\nalongside certain of the funds and other vehicles we manage. We also provide our employees robust health and retirement offerings, as well as a variety of quality of life benefits,\nincluding time-off options and well-being and family planning resources.\n \n19\nWe believe our current compensation and benefit allocations for senior professionals are best in class and are consistent with companies in the alternative asset\nmanagement industry. Our senior management periodically reviews the effectiveness and competitiveness of our compensation program. Most of our current senior managing\ndirectors and other senior personnel have equity interests in our business that entitle such personnel to cash distributions. See “Part III. Item 11. Executive Compensation –\nCompensation Discussion and Analysis – Overview of Compensation Philosophy and Program” for more information on compensation of our senior managing directors and\ncertain other employees.\n\n\nWe care greatly about the health, safety and wellbeing of our employees. Blackstone also offers comprehensive and competitive benefits to its full-time employees, including\nprimary and secondary caregiver leave, adoption leave, phased back to work, fertility coverage, back up childcare and more. We continually evaluate and enhance our offerings to\nmeet the needs of our employees. For example, we offer additional family planning benefits for U.S. employees such as enhancing infertility benefits to include cryopreservation\nand primary caregiver leave up to 21 weeks. We offer employee well-being programs, including an online therapy program and access to an education platform with coaching to\nsupport working parents and caretakers caring for children who have behavioral problems, autism or developmental disabilities. We also provide access to programs to further\nassist our employees in managing their lives outside of work, such as group legal services to help with estate planning and surrogacy agreements.\nData Privacy and Security\nBlackstone is committed to data privacy. These topics are included in routine training received at least once annually by employees. Data privacy is typically addressed in\nthe Global Head of Compliance’s annual update to our board of directors. Blackstone’s approach to data protection is set out in our Online Privacy Notice and its Investor Data\nPrivacy Notice. Senior management oversees privacy, data protection and information risk management efforts, leading the privacy and data protection function, which conducts\nprivacy impact assessments, implements privacy-by-design initiatives and reconciles global privacy programs with local privacy requirements. Our privacy function also supports\nthe Data Protection Operating Committee, Blackstone’s global privacy compliance steering committee. Please see “— Part I, Item 1C. Cybersecurity” for a discussion of our\ncybersecurity risk management, strategy and governance.\nRegulatory and Compliance Matters\nOur 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.\nMany of our businesses are subject to compliance with laws and regulations of U.S. federal and state governments, non-U.S. governments, their respective agencies and/or\nvarious self-regulatory organizations or exchanges. The SEC and various self-regulatory organizations, state securities regulators and international securities regulators have in\nrecent years increased their regulatory activities, including regulation, examination and enforcement in respect of asset management firms, including Blackstone. Any failure to\ncomply with these regulations could expose us to liability and/or damage our reputation. Our businesses have operated for many years within a legal framework that requires us\nto monitor and comply with a broad range of legal and regulatory developments that affect our activities. However, additional legislation, changes in rules promulgated by financial\nregulatory authorities or self-regulatory organizations or changes in the interpretation or enforcement of existing laws and rules, either in the United States or abroad, may directly\naffect our mode of operation and profitability.\n \n20\nAll of the investment advisers of our investment funds operating in the U.S. are registered as investment advisers with the SEC under the Advisers Act (other investment\nadvisers may be registered in non-U.S. jurisdictions). Registered investment advisers are subject to the requirements and regulations of the Advisers Act. Such requirements\nrelate to, among other things, fiduciary duties to advisory clients, maintaining an effective compliance program and code of ethics, investment advisory contracts, solicitation\nagreements, conflicts of interest, recordkeeping and reporting requirements, disclosure, advertising and custody requirements, political contributions, limitations on agency cross\nand principal transactions between an adviser and advisory clients, and general anti-fraud prohibitions. Certain investment advisers are also registered with international\nregulators in connection with their management of products that are locally distributed and/or regulated.\nBlackstone Securities Partners L.P. (“BSP”), a subsidiary through which we conduct our capital markets business and certain of our fund marketing and distribution, is\nregistered as a broker-dealer with the SEC and is subject to regulation and oversight by the SEC, is a member of the Financial Industry Regulatory Authority, or “FINRA,” and is\nregistered as a broker-dealer in 50 states, the District of Columbia, the Commonwealth of Puerto Rico and the Virgin Islands. In addition, FINRA, a self-regulatory organization\nsubject 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\nhave regulatory oversight authority over BSP.\nBroker-dealers are subject to regulations that cover all aspects of the securities business, including, among others, the implementation of a supervisory control system over\nthe securities business, advertising and sales practices, conduct of and compensation in connection with public securities offerings, maintenance of adequate net capital, record\nkeeping and the conduct and qualifications of employees. In particular, as a registered broker-dealer and member of FINRA, BSP is subject to the SEC’s uniform net capital rule,\nRule 15c3-1. Rule 15c3-1 specifies the minimum level of net capital a broker-dealer must maintain and also requires that a significant part of a broker-dealer’s assets be kept in\nrelatively liquid form. The SEC and various self-regulatory organizations impose rules that require notification when net capital of a broker-dealer falls below certain predefined\ncriteria, limit the ratio of subordinated debt to equity in the capital structure of a broker-dealer and constrain the ability of a broker-dealer to expand its business under certain\ncircumstances. Additionally, the SEC’s uniform net capital rule imposes certain requirements that may have the effect of prohibiting a broker-dealer from distributing or\nwithdrawing capital and requiring prior notice to the SEC for certain withdrawals of capital.\nIn 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. The\n1940 Act and the rules thereunder govern, among other things, the relationship between us and such investment vehicles and limit such investment vehicles’ ability to enter into\ncertain transactions with us or our affiliates, including other funds managed, advised or sub-advised by us.\nPursuant to the U.K. Financial Services and Markets Act 2000, or “FSMA,” certain of our subsidiaries are subject to regulations promulgated and administered by the\nFinancial Conduct Authority (“FCA”). The FSMA and rules promulgated thereunder form the cornerstone of legislation which governs all aspects of our investment business in the\nUnited Kingdom, including sales, provision of investment advice, use and safekeeping of client funds and securities, regulatory capital, recordkeeping, approval standards for\nindividuals, anti-money laundering, periodic reporting and settlement procedures. Blackstone Europe LLP (formerly known as Blackstone Group International Partners LLP)\n(“BELL”) acts as a sub-advisor to its Blackstone U.S. affiliates in relation to the investment and re-investment of Europe, Middle East and Africa (“EMEA”) based assets of\nBlackstone Funds, arranging transactions to be entered into by or on behalf of Blackstone Funds, and providing certain related services. Until December 31, 2020, BGIP had a\nMiFID II (as defined herein) cross-border passport to provide investment services into the European Economic Area (“EEA”). As of January 1, 2021, as a result of the U.K.’s\nwithdrawal from the European Union, BGIP no longer has a MiFID II passport. Consequently, BELL can only provide investment services in certain EEA jurisdictions where it has\nobtained a domestic license on a cross-border services basis (currently, Belgium, Denmark, Finland and Italy), or can operate pursuant to an exemption or relief (currently\nIreland, Lichtenstein and Norway), although in certain cases with limitations. BELL’s principal place of business is in London, and it has a branch in Abu Dhabi Global Market.\n \n21\nBlackstone Ireland Limited (formerly known as Blackstone / GSO Debt Funds Management Europe Limited) (“BIL”) is authorized and regulated by the Central Bank of Ireland\n(“CBI”) as an Investment Firm under the (Irish) European Union (Markets in Financial Instruments) Regulations 2017, which largely implements MiFID II in Ireland. BIL’s principal\nactivity is the provision of management and advisory services to certain CLO and sub-advisory services to certain affiliates. Blackstone Ireland Fund Management Limited\n(formerly known as Blackstone / GSO Debt Funds Management Europe II Limited) (“BIFM”) is authorized and regulated by the CBI as an Alternative Investment Fund Manager\nunder the (Irish) European Union (Alternative Investment Fund Managers Regulations) 2013 (“AIFMRs”), which largely implements the EU Alternative Investment Fund Managers\nDirective (“AIFMD”) in Ireland. BIFM acts as AIFM and provides investment management functions including portfolio management, risk management, administration, marketing\nand 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\nrulebook.\nBlackstone Europe Fund Management S.à r.l. (“BEFM”) is an authorized Alternative Investment Fund Manager under the Luxembourg Law of 12 July 2013 on alternative\ninvestment fund managers (as amended, the “AIFM Law”), which largely implements AIFMD in Luxembourg. BEFM may also provide discretionary portfolio management\nservices, investment advice and reception and transmission of orders in accordance with article 5(4) of the AIFM Law. BEFM provides investment management functions\nincluding portfolio management, risk management, administration, marketing and related activities to the assets of its alternative investment funds, in accordance with the AIFM\nLaw and the regulatory provisions imposed by the Commission de Surveillance du Secteur Financier in Luxembourg. BEFM may also manage undertakings for collective\ninvestment in transferable securities (UCITS). As of January 1, 2021, BEFM promotes Blackstone products and services in European countries where BELL is not otherwise\nlicensed to do so. BEFM has branches in Paris, Milan and Frankfurt which provide marketing services and where distribution and deal sourcing individuals are based.\nCertain Blackstone operating entities are licensed and subject to regulation by financial regulatory authorities in Japan, Hong Kong, Australia and Singapore: The Blackstone\nGroup Japan K.K., a financial instruments firm, is registered with Kanto Local Finance Bureau and regulated by the Japan Financial Services Agency; The Blackstone Group\n(HK) Limited is regulated by the Hong Kong Securities and Futures Commission; The Blackstone Group (Australia) Pty Limited and Blackstone Real Estate Australia Pty Limited\neach holds an Australian financial services license authorizing it to provide financial services in Australia and is regulated by the Australian Securities and Investments\nCommission; and Blackstone Singapore Pte. Ltd. is regulated by the Monetary Authority of Singapore.\nRigorous legal and compliance analysis of our businesses and investments is endemic to our culture and risk management. Our Chief Legal Officer and Global Head of\nCompliance, together with the Chief Compliance Officers of each of our businesses, supervise our compliance personnel, who are responsible for addressing the regulatory and\ncompliance matters that affect our activities. We strive to maintain a culture of compliance through the use of policies and procedures including a code of ethics, electronic\ncompliance systems, testing and monitoring, communication of compliance guidance and employee education and training. Our compliance policies and procedures address\n\n\nregulatory and compliance matters such as the handling of material non-public information, personal securities trading, marketing practices, gifts and entertainment, anti-money\nlaundering, anti-bribery and sanctions, valuation of investments on a fund-specific basis, recordkeeping, potential conflicts of interest, the allocation of investment and co-\ninvestment opportunities, collection of fees and expense allocation.\nOur compliance group also monitors the information barriers that we maintain between Blackstone’s businesses. We believe that our various businesses’ access to the\nintellectual knowledge and contacts and relationships that reside throughout our firm benefits all of our businesses. To maximize that access and related synergies without\ncompromising compliance with our legal and contractual obligations, our compliance group oversees and monitors the communications between groups that are on the private\nside of our information barrier and groups that are on the public side, as well as between different public side groups. Our compliance group also monitors contractual obligations\nthat may be impacted and potential conflicts that may arise in connection with these inter-group discussions.\n \n22\nIn addition, disclosure controls and procedures and internal controls over financial reporting are documented, tested and assessed for design and operating effectiveness in\naccordance with the U.S. Sarbanes-Oxley Act of 2002. Internal Audit, which independently reports to the audit committee of our board of directors, operates with a global\nmandate and is responsible for the examination and evaluation of the adequacy and effectiveness of the organization’s governance and risk management processes and internal\ncontrols, as well as the quality of performance in carrying out assigned responsibilities to achieve the organization’s stated goals and objectives.\nOur enterprise risk management framework is designed to manage non-investment risk areas across the firm, such as financial, human capital, legal, operational,\nregulatory, legislative, reputational and technology risks. Our enterprise risk committee assists Blackstone management to identify, assess, monitor and mitigate such key\nenterprise 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\nacross business units, corporate functions and regional locations. Senior management reports to the audit committee of the board of directors on the agenda of risk topics\nevaluated by the enterprise risk committee and provides periodic risk reports, a summary of its view on key risks to the firm and detailed assessments of selected risks, as\napplicable. Our firmwide valuation committee reviews the valuation process for investments held by us and our investment vehicles, including the application of appropriate\nvaluation standards on a consistent basis. The firmwide valuation committee is chaired by our Chief Financial Officer and is comprised of senior heads of Blackstone’s\nbusinesses and representatives from legal and finance. The review committees and/or investment committees of our businesses review and evaluate investment opportunities in\na framework that includes a qualitative and quantitative assessment of the key risks of investments. See “— Investment Process and Risk Management.”\nThere are a number of pending or recently enacted legislative and regulatory initiatives that could significantly affect our business. Please see “— Item 1A. Risk Factors —\nRisks Related to Our Business — Financial regulatory changes in the United States could adversely affect our business” and “— Complex regulatory regimes and potential\nregulatory changes in jurisdictions outside the United States could adversely affect our business.”\nAvailable Information, Website and Social Media Disclosure\nWe file annual, quarterly and current reports and other information with the SEC. These filings are available to the public over the internet at the SEC’s website at\nwww.sec.gov.\nOur principal internet address is www.blackstone.com. We make available free of charge on or through www.blackstone.com our annual reports on Form 10-K, quarterly\nreports on Form 10-Q, current reports on Form 8-K and amendments to those reports, as soon as reasonably practicable after we electronically file such material with, or furnish it\nto, the SEC.\nIn addition, use our website (www.blackstone.com), Facebook page (www.facebook.com/blackstone), X (Twitter) (www.x.com/blackstone), LinkedIn\n(www.linkedin.com/company/blackstonegroup), Instagram (www.instagram.com/blackstone), SoundCloud (www.soundcloud.com/blackstone-300250613), PodBean\n(www.blackstone.podbean.com), Spotify (https://spoti.fi/2LJ1tHG), YouTube (www.youtube.com/user/blackstonegroup) and Apple Podcast (https://apple.co/31Pe1Gg) accounts\nas channels of distribution of company information. The information we post through these channels may be deemed material. Accordingly, investors should monitor these\nchannels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive email alerts and other\ninformation about Blackstone when you enroll your email address by visiting the “Contact Us/Email Alerts” section of our website at http://ir.blackstone.com. The contents of our\nwebsite, any alerts and social media channels are not, however, a part of this report.\n \n23\nItem 1A.\nRisk Factors\nRisks Related to Our Business\nDifficult market, economic and geopolitical conditions can adversely affect our business in many ways, each of which could materially reduce our revenue, earnings\nand cash flow and adversely affect our financial prospects and condition.\nOur business is materially affected by financial market and economic conditions and events throughout the world that are outside our control. We may not be able to or may\nchoose not to manage our exposure to these conditions and/or events. Such conditions and/or events can adversely affect our business in many ways, including reducing the\nability 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\nexisting investment. This could in turn materially reduce our revenue, earnings and cash flow and adversely affect our financial prospects and condition. In addition, in the face of\na difficult market or economic environment, we may need to reduce our fixed costs and other expenses in order to maintain profitability, including cutting back or eliminating the\nuse of certain services or service providers, or terminating the employment of a significant number of our personnel that, in each case, could be important to our business and\nwithout which our operating results could be adversely affected. A failure to manage or reduce our costs and other expenses within a time frame sufficient to match any decrease\nin profitability would adversely affect our operating performance.\nTurmoil in the global financial markets can provoke significant volatility of equity and debt securities prices. This can have a material and rapid impact on our mark-to-market\nvaluations, particularly with respect to our public holdings and credit investments. While inflation in the U.S. has decreased significantly in recent months, 2023 was characterized\nby elevated inflation and high interest rates, which contributed to significant volatility in debt and equity markets. The valuations of our funds’ real estate assets, and fundraising in\ncertain of our real estate strategies targeting high-net-worth investors, have been adversely impacted by elevated interest rates and a high cost of capital. An extended period of\nhigh interest rates would continue to present a challenge to real estate valuations. Such factors could be even more challenging for traditional office properties and those\nproperties with long-term leases that do not provide for short-term rent increases. In addition, should inflation begin to increase again, some of our funds’ portfolio companies’\nprofit margins may be pressured, particularly against a backdrop of economic slowdown or contraction.\nAs publicly traded equity securities have in recent years represented meaningful proportion of the assets of many of our funds, stock market volatility, including a sharp\ndecline in the stock market, may adversely affect our results, including our revenues and net income. Moreover, our public equity holdings have at times been concentrated in a\nfew large positions, thereby making our unrealized mark-to-market valuations particularly sensitive to sharp changes in the price of any of these positions. Further, although the\nequity markets are not the only means by which we exit investments, should we experience a period of challenging equity markets, our funds may experience continued difficulty\nin realizing value from investments. In China, after a period of measures instituted to control the rate of economic growth in the country, the China growth rate has been slowing,\nand further slowing could have a systemic impact on the global economy and on equity and debt markets.\n \n24\nGeopolitical concerns and other global events outside of our control have contributed and may continue to contribute to volatile global equity and debt markets. These\nconcerns and events include, without limitation, trade conflict, civil unrest, threats to national security, national and international political circumstances (including war, terrorist\nacts or security operations) and pandemics or other severe public health events. Geopolitical instability has in recent years become more prevalent. For example, the ongoing\nwar between Russia and Ukraine, and Israel’s war against Hamas, and the global responses thereto, have contributed to volatility in the global financial markets, which may\nadversely impact our performance and the performance of our funds and their respective portfolio companies.\nIn addition to the factors described above, other market, economic and geopolitical factors described herein that may adversely affect our business include, without\nlimitation:\n \n \n•\n \nhigher prices for commodities or other goods,\n \n•\n \neconomic slowdown or recession in the U.S. and internationally,\n \n•\n \nchanges in interest rates and/or a lack of availability of credit in the U.S. and internationally and\n \n•\n \nchanges in law and/or regulation, and uncertainty regarding government and regulatory policy.\n\n\nA period of economic slowdown, which may occur across one or more industries, sectors or geographies, creates operating performance challenges for certain of\nour funds’ investments, which could adversely affect our operating results and cash flows.\nDespite overall resilience in some geographies, many global economies have in recent years experienced periods of deceleration. Further economic deceleration or\ncontraction in the rate of growth in certain industries, sectors or geographies may contribute to poor financial results for our funds’ portfolio companies or assets, which may result\nin lower investment returns for our funds. For example, periods of economic weakness have contributed and may in the future contribute to a decline in commodity prices and\ndecreased 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\non our energy and consumer investments. In addition, slowing growth in certain real estate sectors with excess near-term supply, such as life sciences office and U.S. multifamily,\nhas negatively impacted and may continue to negatively impact the valuations of assets in such sectors in the near-term.\nIn addition, in recent years elevated inflation globally contributed to heightened costs of labor, energy and materials, which put profit margin pressure on certain of our funds’\nportfolio companies and negatively impacted the performance of certain of such companies. Should inflation, which recently has decreased significantly, begin to increase again,\nour funds’ portfolio companies profit margins may be pressured, particularly if such companies lack pricing power against a backdrop of economic slowdown or contraction. For\nexample, high rates of inflation and significant interest rate increases contributed to significant market volatility in 2022 and 2023, which disproportionately negatively impacted the\nvalue of future cash flows of technology and growth companies. These companies may be subject to continued depressed, or even further declines in, values in a challenging\nmarket environment. To the extent the performance of our funds’ investments in such companies, as well as valuation\n \n25\nmultiples, do not ultimately improve, our funds may sell those assets at values that are less than we projected or even at a loss, thereby significantly affecting those investment\nfunds’ performance. In addition, as the governing agreements of our funds contain only limited requirements regarding diversification of fund investments (by, for example, sector\nor geographic region), during periods of economic slowdown in certain sectors or regions, the impact on our funds may be exacerbated by concentration of investments in such\nsectors or regions. Such concentration may increase the risk that events affecting specific sectors, geographic regions or asset types could have an adverse or disparate impact\non such funds, as compared to funds that invest more broadly. As a result, our ability to raise new funds, as well as our operating results and cash flows, could be adversely\naffected.\nMoreover, during periods of weakness, our funds’ portfolio companies may also have difficulty expanding their businesses and operations or meeting their debt service\nobligations or other expenses as they become due, including expenses payable to us. Furthermore, negative market conditions could potentially result in a portfolio company\nentering bankruptcy proceedings, thereby potentially resulting in a complete loss of the fund’s investment in such portfolio company and a significant negative impact to the fund’s\nperformance and consequently to our operating results and cash flow, as well as to our reputation. In addition, negative market conditions would also increase the risk of default\nwith respect to investments held by our funds that have significant debt investments, such as our credit-focused funds.\nHigh interest rates and challenging debt market conditions have negatively impacted and could continue to negatively impact the values of certain assets or\ninvestments and the ability of our funds and their portfolio companies to access the capital markets, which could adversely affect investment and realization\nopportunities, lead to lower-yielding investments and potentially decrease our net income.\nIn light of elevated inflation, the U.S. Federal Reserve increased interest rates eleven times over the course of 2022 and 2023. High interest rates create downward pressure\non the value of certain assets owned by our funds, including, among others, real estate and fixed-rate debt. An extended period of high interest rates would continue to present a\nchallenge for the valuations of such assets, as well as for fundraising in certain of our real estate strategies targeting high-net-worth investors. Relatedly, opportunities to realize\nvalue from certain of our investments are likely to continue to be more limited if interest rates remain at high levels for an extended period, such as, in certain real estate sectors\nand operating companies given the potential adverse impact on equity prices and caution on the part of potential acquirers. Further, our funds have faced, and could continue to\nface, difficulty in realizing value from investments due to sustained declines in equity market values as a result of concerns regarding interest rates.\nIn recent years, high interest rates have increased the cost of debt financing for the transactions our funds pursue. In addition, during 2023, financing markets experienced\nchallenges amid the failure of multiple U.S. regional banks. A significant contraction or weakening in the market for debt financing or other adverse change relating to the terms of\ndebt financing (such as, for example, higher equity requirements and/or more restrictive covenants), particularly in the area of acquisition financings for private equity and real\nestate transactions, could have a material adverse effect on our business. For example, a portion of the indebtedness used to finance certain fund investments often includes\nhigh-yield debt securities issued in the capital markets. Availability of capital from the high-yield debt markets is subject to significant volatility, and there may be times when we\nmight not be able to access those markets at attractive rates, or at all, when completing an investment. Further, the financing of acquisitions or the operations of our funds’\nportfolio companies with debt may become less attractive due to limitations on the deductibility of corporate interest expense. See “— Changes in U.S. and foreign taxation of\nbusinesses and other tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely affect us, including by adversely impacting our\neffective tax rate and tax liability.”\nIf our funds are unable to obtain committed debt financing for potential acquisitions, can only obtain debt financing at an increased interest rate or on unfavorable terms or\nthe ability to deduct corporate interest expense is substantially limited, our funds may face increased competition from strategic buyers of assets who may have an overall lower\ncost of capital or the ability to benefit from a higher amount of cost savings following an acquisition,\n \n26\nor may have difficulty completing otherwise profitable acquisitions or may generate profits that are lower than would otherwise be the case, each of which could lead to a\ndecrease in our funds’ performance and therefore our revenues. In addition, rising interest rates, coupled with periods of significant equity and credit market volatility may\npotentially make it more difficult for us to find attractive opportunities for our funds to exit and realize value from their existing investments.\nOur funds’ portfolio companies also regularly utilize the corporate debt markets to obtain financing for their operations. To the extent monetary policy, tax or other regulatory\nchanges or difficult credit markets render such financing difficult to obtain, more expensive or otherwise less attractive, this may also negatively impact the financial results of\nthose portfolio companies and, therefore, the investment returns on our funds and our revenues. In addition, to the extent that market conditions, and/or tax or other regulatory\nchanges make it difficult or not possible to refinance debt that is maturing in the near term, or to the extent that such refinancing would result in a rating agency viewing a portfolio\ncompany as having incurred an excessive amount of debt, some of our funds’ portfolio companies may be unable to repay such debt at maturity and may be forced to sell assets,\nundergo a recapitalization or seek bankruptcy protection.\nA decline in the pace or size of investments made by our funds may adversely affect our revenues.\nThe revenues that we earn are driven in part by the pace at which our funds make investments and the size of those investments, and a decline in the pace or the size of\nsuch investments may reduce our revenues. In particular, in recent years we have meaningfully increased the number of perpetual capital vehicles we offer and the assets under\nmanagement in such vehicles. The fees we earn from our perpetual capital vehicles, including our Core+ real estate strategy, represent a significant and growing portion of our\noverall revenues. If our funds, including our perpetual capital vehicles, are unable to deploy capital at a sufficient pace, our revenues would be adversely impacted. Many factors\ncould cause a decline in the pace of investment, including a market environment characterized by high prices, the inability of our investment professionals to identify attractive\ninvestment opportunities, competition for such opportunities among other potential acquirers, decreased availability of financing on attractive terms or at all or decreased\navailability of investor capital, including as a result of a challenging fundraising environment or heightened investor requests for repurchases in certain vehicles. A number of our\nfunds, including our real estate and private equity funds, have invested and intend to continue to invest in large transactions or transactions that otherwise have substantial\nbusiness, regulatory or legal complexity and may be more difficult to execute successfully than smaller or less complex investments. In addition, realizing value from such\ninvestments may be more difficult as a result of, among other things, a limited universe of potential acquirers.\nWe may also fail to consummate identified investment opportunities because of regulatory or legal complexities or uncertainty and adverse developments in the U.S. or\nglobal economy, financial markets or geopolitical conditions, and our ability to deploy capital in certain countries may be adversely impacted by U.S. and foreign government\npolicy changes and regulations. For example, the ability to deploy capital in China has been adversely impacted by policies and regulations in China and the U.S., which may be\nexacerbated prospectively. For example, the President signed an Executive Order in August 2023 that established an outbound investment screening regime intended to regulate\nor prohibit certain investments by U.S. persons in advanced technology sectors in China and other jurisdictions that may be designated as a “country of concern.” See “— Laws\nand 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\nin certain jurisdictions or to sell assets to certain buyers.”\n \n27\nOur revenue, earnings, net income and cash flow can all vary materially, which may make it difficult for us to achieve steady earnings growth on a quarterly basis\nand may cause the price of our common stock to decline.\n\n\nOur revenue, earnings, net income and cash flow can all vary materially due to our reliance on Performance Revenues. We may experience fluctuations in our results,\nincluding our revenue and net income, from quarter to quarter due to a number of other factors, including timing of realizations, changes in the valuations of our funds’\ninvestments, 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\nencounter competition, each of which may be impacted by economic and market conditions. Achieving steady growth in net income and cash flow on a quarterly basis may be\ndifficult, which could in turn lead to large adverse movements or general increased volatility in the price of our common stock. We do not provide guidance regarding our expected\nquarterly and annual operating results. The lack of guidance may affect the expectations of public market analysts and could cause increased volatility in our common stock price.\nFor certain of our vehicles, including our Core+ real estate and infrastructure funds and BCRED and other of our perpetual capital vehicles, which have in recent years\nbecome increasingly large contributors to our earnings, our incentive income is paid between quarterly and every five years. The varying frequency of these payments will\ncontribute to the volatility of our cash flow. Furthermore, we earn this incentive income only if the net asset value of a vehicle has increased or, in the case of certain vehicles,\nincreased beyond a particular return threshold, or if the vehicle has earned a net profit. Certain of these vehicles also have “high water marks” whereby we do not earn incentive\nincome during a particular period even though the vehicle had positive returns in such period as a result of losses in prior periods. If one of these vehicles experiences losses, we\nwill not earn incentive income from it until it surpasses the previous high-water mark. The incentive income we earn is therefore dependent on the net asset value or the net profit\nof the vehicle, which could lead to significant volatility in our results.\nOur cash flow may fluctuate significantly because we receive Performance Allocations from our carry funds only when investments are realized and achieve a certain\npreferred return. Performance Allocations depend on our carry funds’ performance and opportunities for realizing gains, which may be limited. It takes a substantial period of time\nto realize the cash value (or other proceeds) of an investment. Even if an investment proves to be profitable, it may be a number of years before any profits can be realized,\nparticularly if market conditions were unaccomodating. We cannot predict when, or if, any realization of investments will occur. In addition, the valuations of, and realization\nopportunities for, investments made by our funds, could also be subject to high volatility as a result of uncertainty or potential changes to governmental policy with respect to,\namong other things, tax, trade, immigration, healthcare, labor, infrastructure and energy.\nPrior to our receiving any Performance Allocations in respect of realization of a profitable investment, 100% of the proceeds of that investment must generally be paid to the\ninvestors in that carry fund until they have recovered certain fees and expenses and achieved a certain return on all realized investments by that carry fund as well as a recovery\nof any unrealized losses. A particular realization event may have a significant impact on our results for that particular quarter that may not be replicated in subsequent quarters.\nWe recognize revenue on investments in our investment funds based on our allocable share of realized and unrealized gains (or losses) reported by such investment funds, and a\ndecline in realized or unrealized gains, or an increase in realized or unrealized losses, would adversely affect our revenue and possibly cash flow, which could further increase\nthe volatility of our quarterly results. Because our carry funds have preferred return thresholds to investors that need to be met prior to our receiving any Performance Allocations,\nsubstantial declines in the carrying value of the investment portfolios of a carry fund can significantly delay or eliminate any Performance Allocations paid to us in respect of that\nfund because the value of the assets in the fund would need to recover to their aggregate cost basis plus the preferred return over time before we would be entitled to receive any\nPerformance Allocations from that fund.\nThe timing and receipt of Performance Allocations also varies with the life cycle of our carry funds. During periods in which a relatively large portion of our assets under\nmanagement is attributable to carry funds and investments in their “harvesting” period, our carry funds would make larger distributions than in the fundraising or investment\nperiods that precede harvesting. During periods in which a significant portion of our assets under management is attributable to carry funds that are not in their harvesting periods,\nwe may receive substantially lower Performance Allocations.\n \n28\nAdverse economic and market conditions may adversely affect the amount of cash generated by our businesses, the value of our principal investments, and in turn,\nour ability to pay dividends to our stockholders.\nWe primarily use cash to, without limitation (a) provide capital to facilitate the growth of our existing businesses, which principally includes funding our general partner and\nco-investment commitments to our funds, (b) provide capital for business expansion, (c) pay operating expenses, including cash compensation to our employees, and other\nobligations as they arise, including servicing our debt and (d) pay dividends to our stockholders, make distributions to the holders of Blackstone Holdings Partnership Units and\nmake repurchases under our share repurchase program. Our principal sources of cash are: (a) cash we received in connection with our prior bond offerings, (b) management\nfees, (c) realized incentive fees and (d) realized performance allocations, which is the sum of Realized Principal Investment Income and Realized Performance Revenues less\nRealized Performance Compensation. We have also entered into a $4.325 billion revolving credit facility with a final maturity date of December 15, 2028. Our long-term debt\ntotaled $10.7 billion in borrowings from our prior bond issuances. As of December 31, 2023, we had no borrowings outstanding under our revolving credit facility. As of\nDecember 31, 2023, we had $3.0 billion in Cash and Cash Equivalents, $803.9 million invested in Corporate Treasury Investments and $4.3 billion in Other Investments.\nIf growth of the global economy continues to decelerate, or conditions in the financing markets were challenged, the investment performance of our funds could suffer,\nresulting in, for example, the payment of decreased or no Performance Allocations to us. This could materially and adversely affect the amount of cash we have on hand, which\ncould in turn require us to rely on other sources of cash, such as the capital markets, which may not be available to us on acceptable terms or at all for the above purposes. A\ndecrease in the amount of cash we have on hand could also materially and adversely affect our ability to pay dividends to our stockholders and make repurchases under our\nshare repurchase program. Furthermore, during adverse economic and market conditions, we might not be able to renew all or part of our existing revolving credit facility or find\nalternate financing on commercially reasonable terms or at all. As a result, our uses of cash may exceed our sources of cash, thereby potentially affecting our liquidity position. In\naddition, we have made and expect to continue to make significant principal investments in our current and future investment funds. Contributing capital to these investment funds\nis risky, and we may lose some or the entire principal amount of our investments, including, without limitation, as a result of poor investment performance in a challenging\neconomic and market environment.\nOur business depends in large part on our ability to raise capital from third-party investors. A failure to raise capital from third-party investors on attractive fee terms\nor at all, would impact our ability to collect management fees or deploy such capital into investments and potentially collect Performance Revenues, which would\nmaterially reduce our revenue and cash flow and adversely affect our financial condition.\nOur ability to raise capital from third-party investors depends on a number of factors, including certain factors that are outside our control. Certain factors, such as economic\nand 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\nare subject, could inhibit or restrict the ability of third-party investors to make investments in our investment funds or the asset classes in which our investment funds invest. For\nexample, lawmakers across a number of states, including Pennsylvania and Florida, have put forth proposals or expressed intent to take steps to reduce or minimize the ability of\ntheir state pension funds to invest in alternative asset classes, including by proposing to increase the reporting or other obligations applicable to their state pension funds that\ninvest in such asset classes. Such proposals or actions would potentially discourage investment by such state pension funds in alternative asset classes by imposing meaningful\ncompliance burdens and costs on them, which could adversely affect our ability to raise capital from such state pension funds. Other states could potentially take similar actions,\nwhich may further impair our access to capital from an investor base that has historically represented a significant portion of our fundraising.\n \n29\nIn 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. To the extent periods of\nvolatility are coupled with a lack of realizations from investors’ existing portfolios, such investors may be left with disproportionately outsized remaining commitments to a number\nof investment funds, which significantly limits such investors’ ability to make new commitments to third-party managed investment funds such as those managed by us. Further,\nduring periods of market volatility, investor subscription requests may be reduced and investor redemption or repurchase requests may be elevated in products that permit\nredemption or repurchase of investor interests. See “ —Investors in a number of our vehicles may withdraw their investments, and investors in certain of our vehicles may have a\nright to terminate our management of, or cause the dissolution of, such vehicles, which would lead to a decrease in our revenues.” In addition, certain of our investment vehicles\nthat are available to individual investors are subject to state registration requirements that impose limits on the proportion of such investors’ net worth that can be invested in our\nproducts. These restrictions may limit such investors’ ability or willingness to allocate capital to such products and adversely affect our fundraising in the retail channel.\nOur ability to raise new funds could similarly be hampered if the general appeal of alternative investments were to decline. An investment in a limited partner interest in an\nalternative investment fund is generally more illiquid and the returns on such investment may be more volatile than an investment in securities for which there is a more active and\ntransparent market. In periods of positive markets and low volatility, for example, investors may favor passive investment strategies such as index funds over our actively\nmanaged investment vehicles. Similarly, during periods of high interest rates, investors may favor investments that are generally viewed as producing a risk-free return, such as\ntreasury bonds, over investments in our products, particularly if the spread between the products declines. Alternative investments could also fall into disfavor as a result of\nconcerns about liquidity and short-term performance. Such concerns could be exhibited, in particular, by public pension funds, which have historically been among the largest\ninvestors in alternative assets. Many public pension funds are significantly underfunded and their funding problems have been, and may in the future be, exacerbated by\neconomic downturn. Concerns with liquidity could cause such public pension funds to reevaluate the appropriateness of alternative investments. In addition, our ability to raise\ncapital from third parties outside of the United States could be limited to the extent the other countries, such as China, impose restrictions or limitations on outbound foreign\ninvestment.\n\n\nMoreover, certain institutional investors are demonstrating a preference to in-source their own investment professionals and to make direct investments in alternative assets\nwithout the assistance of alternative asset advisers like us. Such institutional investors may become our competitors and could cease to be our clients. As some existing investors\ncease or significantly curtail making commitments to alternative investment funds, we may need to identify and attract new investors in order to maintain or increase the size of\nour investment funds. We may be unable to find or secure commitments from those new investors or that the fee terms of the commitments from such new investors will be\nconsistent with the fees historically paid to us by our investors. If economic conditions were to deteriorate or if we are unable to find new investors, we might raise less than our\ndesired amount for a given fund. Further, as we seek to expand into other asset classes, we may be unable to raise a sufficient amount of capital to adequately support such\nbusinesses. A failure to successfully raise capital could materially reduce our revenue and cash flow and adversely affect our financial condition.\nIn 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.\nThe outcome of such negotiations could result in our agreement to terms that are materially less favorable to us than for prior funds we have managed or funds managed by our\ncompetitors, including with respect to management fees, incentive fees and/or carried interest, which could have an adverse impact on our revenues. Such terms could also\nrestrict our ability to raise investment funds with investment objectives or strategies that compete with existing funds, add additional expenses and obligations for us in managing\nthe fund or increase our potential liabilities, all of which could ultimately reduce our revenues. In addition, certain institutional investors, including sovereign wealth funds and\npublic pension funds, have demonstrated an increased preference for alternatives to the traditional investment fund structure, such as managed accounts, smaller funds and co-\ninvestment vehicles. There can be no assurance that such alternatives will be as profitable for us as the traditional investment fund structure, or as to the impact such a trend\ncould have on the cost of our operations or profitability if we were to implement these alternative investment structures. Although we have no obligation to modify any of our fees\nwith respect to our existing funds, we may experience pressure to do so in our funds, including in response to regulatory focus by the SEC on the quantum and types of fees and\nexpenses charged by private funds. We have confronted and expect to continue to confront requests from a variety of investors and groups representing investors to decrease\nfees, which could result in a reduction in the fees and Performance Revenues we earn.\n \n30\nThe asset management business is intensely competitive.\nThe asset management business is intensely competitive, with competition based on a variety of factors, including investment performance, the quality of client service,\ninvestor availability of capital and willingness to invest, fund terms (including fees and liquidity terms), brand recognition and business reputation. Our asset management business\ncompetes with a number of private funds, specialized investment funds, funds structured for individual investors, hedge funds, funds of hedge funds and other sponsors managing\npools of capital, as well as corporate buyers, traditional asset managers, commercial banks, investment banks and other financial institutions (including sovereign wealth funds),\nand we expect that competition will continue to increase. For example, certain traditional asset managers have developed their own private equity and retail platforms and are\nmarketing other asset allocation strategies as alternatives to hedge fund investments. A number of factors serve to increase our competitive risks:\n \n \n•\n \na number of our competitors in some of our businesses have greater financial, technical, research, marketing and other resources and more personnel than we do,\n \n•\n \nsome of our funds may not perform as well as competitors’ funds or other available investment products,\n \n•\n \nseveral of our competitors have significant amounts of capital, and many of them have similar investment objectives to ours, which may create additional competition\nfor investment opportunities and may reduce the size and duration of pricing inefficiencies that many alternative investment strategies seek to exploit,\n \n•\n \nsome of our competitors, particularly strategic competitors, may have a lower cost of capital, which may be exacerbated by limits on the deductibility of interest\nexpense,\n \n•\n \nsome 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\ninvestment opportunities,\n \n•\n \nsome of our competitors may be subject to less regulation and accordingly may have more flexibility to undertake and execute certain businesses or investments\nthan we can and/or bear less compliance expense than we do,\n \n•\n \nsome of our competitors may have more flexibility than us in raising certain types of investment funds under the investment management contracts they have\nnegotiated with their investors,\n \n•\n \nsome of our competitors may have higher risk tolerances, different risk assessments or lower return thresholds, which could allow them to consider a wider variety\nof investments and to bid more aggressively than us for investments that we want to make or to seek exit opportunities through different channels, such as special\npurpose acquisition vehicles,\n \n•\n \nsome of our competitors may be more successful than we are in the development of new products to address investor demand for new or different investment\nstrategies and/or regulatory changes, including with respect to products with mandates that incorporate environmental, social and governance considerations, or\nproducts that developed for individual investors or that target insurance capital,\n \n•\n \nthere are relatively few barriers to entry impeding new alternative asset fund management firms, and the successful efforts of new entrants into our various\nbusinesses, including former “star” portfolio managers at large diversified financial institutions as well as such institutions themselves, is expected to continue to\nresult in increased competition,\n \n•\n \nsome 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,\n \n•\n \nour competitors that are corporate buyers may be able to achieve synergistic cost savings in respect of an investment, which may provide them with a competitive\nadvantage in bidding for an investment,\n \n•\n \nsome 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 that it\nmanages and\n \n•\n \nother industry participants will from time to time seek to recruit our investment professionals and other employees away from us.\nAdditionally, technological innovation, including the use of artificial intelligence and data science, has the potential to disrupt the financial industry and change the way\nfinancial institutions, including asset managers, do business. Some of our competitors may be more successful than us in the development and implementation of new\ntechnologies, including services and platforms based on artificial intelligence, to address investor demand or improve operations. If we are unable to adequately advance our\ncapabilities in these areas, or do so at a slower pace than others in our industry, we may be at a competitive disadvantage.\nWe may lose investment opportunities if we do not match investment prices, structures and terms offered by competitors. Alternatively, we may experience decreased rates\nof 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\nmanagers on the basis of price, we may\n \n31\nnot be able to maintain our current fund fee and carried interest terms. We have historically competed primarily on the performance of our funds, and not on the level of our fees\nor carried interest relative to those of our competitors. However, there is a risk that fees and carried interest in the alternative investment management industry will decline, without\nregard to the historical performance of a manager. Further, some of our competitors may be willing to pay higher placement fees in order to gain distribution of their private wealth\nproducts. Fee or carried interest income reductions, or placement fee increases, on existing or future products, without corresponding decreases in our cost structure, would\nadversely affect our revenues and profitability.\nIn addition, the attractiveness of our investment funds relative to investments in other investment products could decrease depending on economic conditions. Furthermore,\nany new or incremental regulatory measures for the U.S. financial services industry may increase costs and create regulatory uncertainty and additional competition for many of\nour funds. See “— Financial regulatory changes in the United States could adversely affect our business.”\nThese competitive pressures could adversely affect our ability to make successful investments and limit our ability to raise future investment funds, either of which would\nadversely impact our business, revenue, results of operations and cash flow.\nWe have increasingly undertaken business initiatives to increase the number and type of investment products we offer to individual investors, which could expose\nus to new and greater levels of risk.\nAlthough individual investors have been part of our historic distribution efforts, we have increasingly undertaken business initiatives to increase the number and type of\ninvestment products we offer to high-net-worth individuals, family offices and mass affluent investors in the U.S. and other jurisdictions around the world. Specifically, we create\ninvestment products designed for investment by individual investors in the U.S., some of whom are not accredited investors, or similar investors in non-U.S. jurisdictions, including\nin Europe. In some cases, our funds are distributed to such investors indirectly through third-party managed vehicles sponsored by brokerage firms, private banks or third-party\nfeeder providers, and in other cases directly to the clients of private banks, independent investment advisors and brokers.\nAccessing individual investors and offering products directed at such investors exposes us to new and greater levels of risk, including heightened litigation and regulatory\nenforcement, an increased compliance burden, and more complex administration and accounting operations. We may be subject to claims related to matters such as the\nadequacy of disclosures, appropriateness of fees, suitability and board of directors oversight, each which could result in civil lawsuits, regulatory penalties and enforcement\n\n\nactions. Our registered investment advisers could also be subject to direct or derivative claims from a fund’s investors or board of directors for alleged mismanagement of the\nfund. In addition, regulatory requirements imposing limitations on the ability of affiliates of certain of our vehicles to engage in certain transactions may limit our funds’ ability to\nengage in otherwise attractive investment opportunities.\nTo the extent distribution of such products is through new channels and markets, including through an increasing number of distributors with whom we engage, we may not\nbe able to effectively monitor or control the manner of their distribution, which could result in litigation or regulatory action against us, including with respect to, among other things,\nclaims 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\ndisclosure to investors or claims that the products are distributed in a manner inconsistent with our regulations requirements or otherwise inappropriate manner. In addition,\nregulation applicable to our arrangements with such distributors and channels increases the compliance burden associated with onboarding new distributors or pursuing new\ndistribution channels, resulting in increased cost and complexity. Although we engage in due diligence and onboarding procedures that seek to uncover issues relating to the\nthird-party channels through which individual investors access our investment products, we do not control and have limited information regarding many of these third-party\nchannels and thus 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\ninvestors. 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\nnot control. For example, in certain cases, we may be viewed by a regulator as responsible for the content of materials prepared by third parties.\nSimilarly, there is a risk that Blackstone employees involved in the direct distribution of our products, or employees who oversee independent advisors, brokerage firms and\nother third parties around the world involved in distributing our products, do not follow our compliance and supervisory procedures. In addition, the distribution of such products,\nincluding through new channels whether directly or through market intermediaries, could expose us to allegations of improper conduct and/or actions by state and federal\nregulators in the U.S. and regulators in jurisdictions outside of the United States with respect to, among other things, product\n \n32\nsuitability, distributor eligibility, investor classification, compliance with securities laws, conflicts of interest and the adequacy of disclosure to investors to whom our products are\ndistributed through those channels.\nAs we expand the distribution of products to individual investors outside of the United States, we are increasingly exposed to risks in non-U.S. jurisdictions. While many of\nthe risks we face in non-U.S. jurisdictions are similar to those that we face in the distribution of products to individual investors in the U.S., securities laws and other applicable\nregulatory regimes can be extensive, complex and vary by jurisdiction. In addition, the distribution of products to individual investors out of the U.S. may involve complex\nstructures (such as distributor-sponsored feeder funds or nominee/omnibus investors) and market practices that vary by local jurisdiction. As a result, this expansion subjects us\nto additional complexity, litigation and regulatory risk.\nFurthermore, our initiatives to expand our individual investor base, including outside of the United States, requires the investment of significant time, effort and resources,\nincluding the potential hiring of additional personnel, the implementation of new operational, compliance and other systems and processes and the development or\nimplementation of new technology. Our efforts to continue to grow the assets we manage on behalf of individual investors may not be successful.\nWe depend on our co-founder and other key senior managing directors and personnel, and the loss of their services would have a material adverse effect on our\nbusiness, results and financial condition.\nWe depend on the efforts, skill, reputations and business contacts of our co-founder, Stephen A. Schwarzman, our President, Jonathan D. Gray, and other key senior\nmanaging directors and personnel, the information and deal flow they generate during the normal course of their activities and the synergies among the diverse fields of expertise\nand knowledge held by our professionals. Accordingly, our success will depend on the continued service of these individuals, who are not obligated to remain employed with us.\nSeveral key personnel have left the firm in the past and others may do so in the future, and we cannot predict the impact that the departure of any key personnel will have on our\nability to achieve our investment objectives. For example, the governing agreements of many of our funds generally provide investors with the ability to terminate the investment\nperiod in the event that certain “key persons” in the fund do not meet the specified time commitment to the fund or our firm ceases to control the general partner. The loss of the\nservices 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\nmanagement in existing funds or raise additional funds in the future. Our senior managing directors and other key personnel possess substantial experience and expertise and\nhave strong business relationships with our investors and other members of the business community. As a result, the loss of these personnel could jeopardize our relationships\nwith such parties and result in the reduction of assets under management or fewer investment opportunities.\nWe have historically relied in part on the interests of these professionals in the investment funds’ carried interest and incentive fees to discourage them from leaving the firm.\nHowever, to the extent our investment funds perform poorly, thereby reducing the potential for carried interest and incentive fees, their interests in carried interest and incentive\nfees become less valuable to them and become less effective as incentives for them to continue to be employed at Blackstone. We might not be able to provide future key\npersonnel with interests in our business to the same extent or with the same tax consequences from which our existing personnel previously benefited. For example, U.S. federal\nincome tax law currently imposes a three-year holding period requirement for carried interest to be treated as long-term capital gains. The holding period requirement may result\nin some of the carried interest received by such individuals being treated as ordinary income, which would materially increase the amount of taxes that such key personnel would\nbe required to pay. Moreover, the tax treatment of carried interest continues to be an area of focus for policymakers and government officials, which could result in further\nregulatory action by federal or state governments. See “—Changes in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse\ninterpretation of these items by tax authorities could adversely affect us, including by adversely impacting our effective tax rate and tax liability.” Moreover, possible increases in\nstate tax rates or changes to the tax treatment of, or the levying of additional taxes on, carried interest, along with changing opinions regarding living in some geographies where\nwe have offices, may adversely affect our ability to recruit, retain and motivate our current and future professionals.\nThere is no guarantee that the non-competition and non-solicitation agreements to which our senior managing directors and other key personnel are subject, together with\nour other arrangements with them, will prevent them from leaving, joining our competitors or otherwise competing with us. Such agreements also expire after a certain period of\ntime, at which point such personnel would be free to compete against us and solicit our clients and employees. In addition, such agreements may not be\n \n33\nenforceable in all cases, particularly as U.S. states and/or federal agencies enact legislation or adopt rules aimed at effectively prohibiting non-competition agreements. For\nexample, the U.S. Federal Trade Commission (the “FTC”) published a proposed rule in January 2023 that, if issued in its current form, would generally prohibit post-employment\nnon-competition provisions in agreements between employers and their employees. Further, in 2023, legislation that would ban post-employment non-competition agreements\nwas introduced in New York, but subsequently vetoed by the Governor. Similar legislation is likely to be reintroduced in 2024 and if enacted, would generally prohibit some or all\npost-employment non-competition provisions in employment agreements.\nWe strive to maintain a work environment that reinforces our culture of collaboration, motivation and alignment of interests with investors. If we do not continue to develop\nand implement the right processes and tools to maintain this culture, particularly in light of rapid and significant growth in our scale, global presence and employee population, our\nability to compete successfully and achieve our business objectives could be impaired, which could negatively impact our business, financial condition and results of operations.\nChanges in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse interpretation of these items by tax authorities could\nadversely affect us, including by adversely impacting our effective tax rate and tax liability.\nOur effective tax rate and tax liability is based on the application of current income tax laws, regulations and treaties. These laws, regulations and treaties are complex, and\nthe manner which they apply to us and our funds is sometimes open to interpretation. Significant management judgment is required in determining our provision for income taxes,\nour deferred tax assets and liabilities and any valuation allowance recorded against our net deferred tax assets. Although management believes its application of current laws,\nregulations and treaties to be correct and sustainable upon examination by the tax authorities, the tax authorities could challenge our interpretation resulting in additional tax\nliability or adjustment to our income tax provision that could increase our effective tax rate.\nIn addition, past and future changes to tax laws and regulations may have an adverse impact on us. For example, the Inflation Reduction Act of 2022 imposes, among other\nthings, a minimum “book” tax on certain large corporations and creates a new excise tax on net stock repurchases made by certain publicly traded corporations. These and other\nchanges could materially change the amount and/or timing of tax we and our portfolio companies may be required to pay and may increase tax-related regulatory and compliance\ncosts.\nThe U.S. Congress, the Organization for Economic Co-operation and Development (“OECD”) and other government agencies in jurisdictions in which we and our affiliates\ninvest or do business have maintained a focus on issues related to the taxation of multinational companies. The OECD, which represents a coalition of member countries, is\ncontemplating changes to numerous long-standing tax principles through its base erosion and profit shifting (“BEPS”) project, which is focused on a number of issues, including\nthe shifting of profits between affiliated entities in different tax jurisdictions, interest deductibility and eligibility for the benefits of double tax treaties. Several of the proposed\nmeasures are potentially relevant to some of our structures and could have an adverse tax impact on our funds, investors and/or our funds’ portfolio companies. Some member\n\n\ncountries have been moving forward on the BEPS agenda but, because timing of implementation and the specific measures adopted will vary among participating member\ncountries, significant uncertainty remains regarding the impact of BEPS proposals. If implemented, these proposals could result in a loss of tax treaty benefits and increased\ntaxes on income from our investments.\nThe OECD is also working on a two-pillar initiative, which is aimed at (a) shifting taxing rights to the jurisdiction of the consumer (“Pillar One”) and (b) ensuring all companies\npay a global minimum tax (“Pillar Two”). Under Pillar Two, certain entities within a multinational group will be subject to top-up taxes where the overall tax paid on the group’s\nprofit in any jurisdiction falls below the minimum 15% effective tax rate. The EU, among other regions implementing or intending to implement these rules, adopted Pillar Two and\nrequired that all EU member states adopt local legislation to implement such rules beginning December 31, 2023. If implemented in any of the countries in which our business,\nour portfolio companies, or our investment structures are located, these rules could result in increased effective tax rates, possible denial of deductions, withholding taxes and/or\nprofits being allocated differently and increased complexity, burden and cost of tax compliance. Given the ongoing design, implementation and administration of Pillar One and\nPillar Two, the timing, scope and impact of any relevant domestic legislation or multilateral conventions remain uncertain.\n \n34\nCybersecurity 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\nactions, increased costs and financial losses, each of which could have a material adverse effect on our business and results of operations.\nOur operations are highly dependent on our technology platforms and we rely heavily on our analytical, financial, accounting, communications and other data processing\nsystems. Our systems face ongoing cybersecurity threats and attacks, which could result in the loss of confidentiality, integrity or availability of such systems and the data held by\nsuch systems. Attacks on our systems could involve, and in some instances have in the past involved, attempts intended to obtain unauthorized access to our proprietary\ninformation, destroy data or disable, degrade or sabotage our systems, or divert or otherwise steal funds, including through the introduction of computer viruses, “phishing”\nattempts and other forms of social engineering. Attacks on our systems could also involve ransomware or other forms of cyber extortion. Cyberattacks and other data security\nthreats could originate from a wide variety of external sources, including cyber criminals, nation state hackers, hacktivists and other outside parties. Cyberattacks and other\nsecurity threats could also originate from the malicious or accidental acts of insiders, such as employees, consultants, independent contractors or other service providers.\nThere has been an increase in the frequency and sophistication of the cyber and data security threats we face, with attacks ranging from those common to businesses\ngenerally to those that are more advanced and persistent, which may target us because, as an alternative asset management firm, we hold a significant amount of confidential\nand sensitive information about our investors, our funds’ portfolio companies and potential investments. As a result, we may face a heightened risk of a security breach or\ndisruption with respect to this information. Measures we take to ensure the integrity of our systems may not provide adequate protection, especially because cyberattack\ntechniques are continually evolving, may persist undetected over extended periods of time, and may not be mitigated in a timely manner to prevent or minimize the impact of an\nattack on Blackstone, our investors, our portfolio companies or potential investments. If our systems or those of third-party serve providers are compromised either as a result of\nmalicious activity or through inadvertent transmittal or other loss of data, do not operate properly or are disabled, or we fail to provide the appropriate regulatory or other\nnotifications in a timely manner, we could suffer financial loss, increased costs, a disruption of our businesses, liability to our counterparties, investment funds or fund investors,\nregulatory intervention or reputational damage. The costs related to cyber or other data security threats or disruptions may not be fully insured or indemnified by other means.\nIn addition, we could also suffer losses in connection with updates to, or the failure to timely update, the technology platforms on which we rely. We are reliant on third-party\nservice providers for certain aspects of our business, including for the administration of certain funds, as well as for certain technology platforms, including cloud-based services.\nThese third-party service providers could also face ongoing cybersecurity threats and compromises of their systems and as a result, unauthorized individuals could gain, and in\nsome past instances have gained, access to certain confidential data.\nCybersecurity and data protection have become top priorities for regulators around the world. Many jurisdictions in which we operate have laws and regulations relating to\nprivacy, data protection and cybersecurity, including, as examples, the General Data Protection Regulation (“GDPR”) in the European Union, the U.K. Data Protection Act, and\nthe California Privacy Rights Act (“CPRA”). For example, in February 2022, the SEC proposed rules regarding registered investment advisers’ and funds’ cybersecurity risk\nmanagement requiring the adoption and implementation of cybersecurity policies and procedures, enhanced disclosure in regulatory filings and prompt reporting of incidents to\nthe SEC, which, if adopted, could increase our compliance costs and potential regulatory liability related to cybersecurity. Some jurisdictions have also enacted or proposed laws\nrequiring companies to notify individuals and government agencies of data security breaches involving certain types of personal data.\n \n35\nBreaches in our security or in the security of third-party service providers, whether malicious in nature or through inadvertent transmittal or other loss of data, could\npotentially jeopardize our, our employees’ or our fund investors’ or counterparties’ confidential, proprietary and other information processed and stored in, and transmitted\nthrough, our computer systems and networks, or otherwise cause interruptions or malfunctions in our, our employees’, our fund investors’, our counterparties’ or third parties’\nbusiness and operations, which could result in significant financial losses, increased costs, liability to our fund investors and other counterparties, regulatory intervention and\nreputational damage. 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\nmatter, 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\nconfidence in the effectiveness of our security measures and Blackstone more generally.\nOur funds’ portfolio companies also rely on data processing systems and the secure processing, storage and transmission of information, including payment and health\ninformation, which in some instances are provided by third parties. A disruption or compromise of these systems could have a material adverse effect on the value of these\nbusinesses. 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\nsubject to a terrorist attack or a security breach than other assets or businesses. Such an event may have material adverse consequences on our investment or assets of the\nsame type or may require portfolio companies to increase preventative security measures or expand insurance coverage.\nFinally, our and our funds’ portfolio companies’ technology platforms, data and intellectual property are also subject to a heightened risk of theft or compromise to the extent\nwe or our funds’ portfolio companies engage in operations outside the United States, in particular in those jurisdictions that do not have comparable levels of protection of\nproprietary information and assets such as intellectual property, trademarks, trade secrets, know-how and customer information and records. In addition, we and our funds’\nportfolio companies may be required to compromise protections or forego rights to technology, data and intellectual property in order to operate in or access markets in a foreign\njurisdiction. Any such direct or indirect compromise of these assets could have a material adverse impact on us and our funds’ portfolio companies.\nRapidly developing and changing global data security and privacy laws and regulations could increase compliance costs and subject us to enforcement risks and\nreputational damage.\nWe and our funds’ portfolio companies are subject to various risks and costs associated with the collection, storage, transmission and other processing of personally\nidentifiable information (“PII”) and other sensitive and confidential information. This data is wide ranging and relates to our investors, employees, contractors and other\ncounterparties and third parties. Any inability, or perceived inability, by us to adequately address privacy concerns, or comply with applicable privacy laws, regulations, policies,\nindustry standards, or related contractual obligations, even if unfounded, could result in regulatory and third-party liability, increased costs, disruption business and operations,\nand reputational damage. Furthermore, any such inability or perceived inability of our funds’ portfolio companies, even if unfounded, could result in reputational damage to us.\nData security and privacy compliance obligations to which we are subject impose compliance costs on us, which could increase significantly as laws and regulations evolve\nglobally. Our compliance obligations include those relating to U.S. laws and regulations, including, without limitation, state regulations such as the CPRA, which provides for\nenhanced consumer protections for California residents, a private right of action for data breaches and statutory fines and damages for data breaches or other California\nConsumer Privacy Act (“CCPA”) violations, as well as a requirement of “reasonable” cybersecurity. At the U.S. federal level, the SEC has proposed changes to Regulation S-P,\nwhich would require, among other things, that investment companies, broker-dealers, and SEC-registered investment advisers notify affected individuals of a breach involving\ntheir personal financial information within 30 days of becoming aware that it occurred.\n \n36\nOur compliance obligations also include those relating to foreign data collection and privacy laws, including, for example, the GDPR and U.K. Data Protection Act, as well as\nlaws in many other jurisdictions globally, including Switzerland, Japan, Hong Kong, Singapore, India, China, Australia, Canada and Brazil. Global laws in this area are rapidly\nincreasing in the scale and depth of their requirements, and are also often extra-territorial in nature. In addition, a wide range of regulators and private actors are seeking to\nenforce these laws across regions and borders. Furthermore, we frequently have privacy compliance requirements as a result of our contractual obligations with counterparties.\nThese legal, regulatory and contractual obligations heighten our data protection and privacy obligations in the ordinary course of conducting our business in the U.S. and\ninternationally.\nAny inability, or perceived inability, by us or our funds’ portfolio companies to adequately address data protection or privacy concerns, or comply with applicable laws,\n\n\nregulations, policies, industry standards and guidance, contractual obligations, or other legal obligations, even if unfounded, could result in significant legal, regulatory and third-\nparty liability, increased costs, disruption of our and our funds’ portfolio companies’ business and operations, and a loss of client (including investor) confidence and other\nreputational damage. Many regulators have indicated an intention to take more aggressive enforcement actions regarding data privacy matters, and private litigation resulting\nfrom such matters is increasing and resulting in progressively larger judgments and settlements. Furthermore, as new data protection and privacy-related laws and regulations\nare implemented, the time and resources needed for us and our funds’ portfolio companies to comply with such laws and regulations continues to increase and become a\nsignificant compliance workstream.\nTechnological developments in artificial intelligence could disrupt the markets in which we operate and subject us to increased competition, legal and regulatory\nrisks and compliance costs.\nTechnological developments in artificial intelligence, including machine learning technology and generative artificial intelligence (collectively, “AI Technologies”) and their\ncurrent and potential future applications, including in the private investment and financial sectors, as well as the legal and regulatory frameworks within which they operate, are\nrapidly evolving. The full extent of current or future risks related thereto is not possible to predict. AI Technologies could significantly disrupt the markets in which we operate and\nsubject us to increased competition, legal and regulatory risks and compliance costs, which could have a material adverse effect on our business, financial condition and results of\noperations.\nWe intend to seek to avail ourselves of the potential benefits, insights and efficiencies that are available through the use of AI Technologies, which presents a number of\npotential risks that cannot be fully mitigated. Data in models that AI Technologies utilize are likely to contain a degree of inaccuracy and error, which could result in flawed\nalgorithms. This could reduce the effectiveness of AI Technologies and adversely impact us and our operations to the extent we rely on the work product of such AI Technologies\nin such operations. There is also a risk that AI Technologies may be misused or misappropriated by our employees and/or third parties engaged by us. For example, a user may\ninput confidential information, including material non-public information or personal identifiable information, into AI Technology applications, resulting in such information\nbecoming 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\ninvestigations and/or actions. Further, we may not be able to control how third-party AI Technologies that we choose to use are developed or maintained, or how data we input is\nused or disclosed, even where we have sought contractual protections with respect to these matters. The misuse or misappropriation of our data could have an adverse impact\non our reputation and could subject us to legal and regulatory investigations and/or actions. In addition, we may communicate externally regarding AI Technology-related\ninitiatives, including our development and use of AI Technologies, which subjects us to the risk of being accused of making inaccurate or misleading statements regarding our\nability to avail ourselves of the potential benefits of AI Technology.\n \n37\nRegulations related to AI Technologies may also impose on us certain obligations and costs related to monitoring and compliance. For example, in April 2023, the Federal\nTrade Commission, U.S. Department of Justice, Consumer Financial Protection Bureau, and U.S. Equal Employment Opportunity Commission released a joint statement on\nartificial intelligence demonstrating interest in monitoring the development and use of automated systems and enforcement of their respective laws and regulations. In October\n2023, the Presidential Administration signed an executive order that establishes new standards for AI safety and security. In addition to the U.S. regulatory framework, the EU is\nin the process of introducing a new regulation applicable to certain AI Technologies and the data used to train, test and deploy them, which if enacted, could impose significant\nrequirements on both the providers and deployers of AI Technologies.\nExtensive regulation of our businesses affects our activities and creates the potential for significant liabilities and penalties. The possibility of increased regulatory\nfocus, particularly given the current administration, could result in additional burdens on our business.\nOur business is subject to extensive regulation, including periodic examinations, inquiries and investigations, by governmental agencies and self-regulatory organizations in\nthe jurisdictions in which we operate around the world. These authorities have regulatory powers dealing with many aspects of financial services, including the authority to grant,\nand in specific circumstances to cancel, permissions to carry on particular activities. Many of these regulators, including U.S. and foreign government agencies and self-regulatory\norganizations, as well as state securities commissions in the United States, are also empowered to conduct examinations, inquiries, investigations and administrative proceedings\nthat 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,\nthe 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\npersonnel.\nThe financial services industry in recent years has been the subject of heightened scrutiny, which is expected to continue to increase, and the SEC has specifically focused\non private equity and the private funds industry. In that connection, in recent years the SEC’s stated examination priorities and published observations from examinations have\nincluded, among other things, private equity firms’ collection of fees and allocation of expenses, their marketing and valuation practices, allocation of investment opportunities,\ninvestor side letter terms, consistency of firms’ practices with disclosures, handling of material non-public information and insider trading, disclosures of investment risk, conflicts\nof interest, adherence to notice, consent and other contractual requirements regarding limited partnership advisory committees and compliance policies and procedures with\nrespect to conflicts of interest. The SEC’s stated examination priorities also include investment advisers’ and funds’ compliance with recently adopted rules, including those\nreferenced herein. Statements by SEC staff in 2023 and the SEC’s enforcement and rulemaking activities reflected a focus on certain of these topics and on bolstering\ntransparency in the private funds industry, including with respect to fees earned and expenses charged by advisers.\nIn recent years, the SEC has proposed, and in some instances, adopted, a number of rules related to private funds and private fund advisors that impact our business and\noperations. Most significantly, in August 2023, the SEC adopted new rules and amendments to existing rules under the Advisers Act (collectively, the “Private Fund Adviser\nRules”). The Private Fund Adviser Rules require registered investment advisers to distribute quarterly statements containing detailed information about, among other things,\ncompensation, fees and expenses, investments, and performance; obtain an annual audit for private funds; and obtain a fairness or valuation opinion and make certain\ndisclosures in connection with adviser-led secondary transactions. In addition, the rules restrict all investment advisers from engaging in certain practices unless they satisfy\nspecified disclosure, and in some cases, consent requirements. The Private Fund Adviser Rules also prohibit providing preferential liquidity and information rights to investors\nunless certain conditions are met.\nAlthough there is a pending legal challenge to the Private Fund Adviser Rules, whether such legal challenge will succeed is uncertain. While the full extent of the Private\nFunds Adviser Rules’ impact cannot yet be determined, the general anticipation is that they will increase regulatory and compliance costs, place burdens on our resources,\nincluding the time and attention of our personnel, and heighten the risk of regulatory action.\n \n38\nThe Private Fund Adviser Rules are complemented by amended rules that require enhanced record retention and documentation. Furthermore, the SEC (in May 2023) and\nthe SEC and CFTC jointly (in February 2024) adopted changes to Form PF, a confidential form relating to reporting by private fund advisers and intended to be used by the\nFinancial Stability Oversight Counsel (“FSOC”) for systemic risk oversight purposes, that expand existing reporting obligations. Such increased obligations may increase our\ncosts, including if we are required to spend more time, hire additional personnel, or buy new technology to comply effectively.\nThe SEC has also proposed several other rules that may impact our operations. For example, an October 2022 SEC proposal would, if adopted, impose substantial\nobligations on registered investment advisers to conduct initial due diligence and ongoing monitoring of a broad universe of service providers that we may use in our investment\nadvisory business. If adopted, these new rules could significantly increase compliance burdens and associated regulatory costs and complexity for us and enhance the risk of\nregulatory action, which could adversely impact our reputation and our fundraising efforts, including as a result of regulatory sanctions. Moreover, in February 2023, the SEC\nproposed extensive amendments to the custody rule for SEC-registered investment advisers which would apply to all assets of an advisory client, including real estate and other\nassets that generally are not considered securities under the federal securities laws. If adopted, the amendments would require, among other things, that qualified custodians\nmaintain possession of and control of assets of advisory clients and participate in or effectuate any changes of such assets’ beneficial ownership. There is a lack of clarity as to\nwhether all assets held by Blackstone’s advisory clients can be custodied in a manner that satisfies the proposed rule or whether existing qualified custodians will provide\ncustodial services for such assets at a reasonable cost or at all. If adopted, these amendments could expose our registered investment advisers to additional regulatory liability,\nincrease compliance costs and impose limitations on our investing activities.\nWe regularly are subject to requests for information, inquiries and informal or formal investigations by the SEC and other regulatory authorities, with which we routinely\ncooperate, and which have included review of historical practices that were previously examined. Such investigations have previously and may in the future result in penalties and\nother sanctions. SEC actions and initiatives can have an adverse effect on our financial results, including as a result of the imposition of a sanction, a limitation on our or our\npersonnel’s activities, or changing our historic practices. Even if an investigation or proceeding did not result in a sanction, or the sanction imposed against us or our personnel by\na regulator were small in monetary amount, the adverse publicity relating to the investigation, proceeding or imposition of these sanctions could harm our reputation and cause us\nto lose existing clients or fail to gain new clients.\nIn addition, certain states and other regulatory authorities have required investment managers to register as lobbyists, and we have registered as such in a number of\njurisdictions. Other states or municipalities may consider similar legislation or adopt regulations or procedures with similar effect. These registration requirements impose\n\n\nsignificant compliance obligations on registered lobbyists and their employers, which may include annual registration fees, periodic disclosure reports and internal recordkeeping.\nWe are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to environmental, social and\ngovernance matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our funds and\nharm our brand and reputation.\nWe, our funds and their portfolio companies are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to\nESG matters. With respect to the alternative asset management industry, in recent years, certain investors, including public pension funds, have placed increasing importance on\nthe impacts of investments made by the private funds to which they commit capital, including with respect to climate change, among other aspects of ESG. Conversely, certain\ninvestors have raised concerns as to whether the incorporation of ESG factors in the investment and portfolio management process may be inconsistent with the fiduciary duty to\nmaximize return for investors.\n \n39\nCertain investors have demonstrated increased concern with respect to asset managers taking certain actions that could adversely impact the value of, or, refraining from\ntaking certain actions that could improve the value of, an existing or potential investment. At times, investors, including public pension funds, have limited participation in certain\ninvestment opportunities, such as hydrocarbons, and/or conditioned future capital commitments to certain funds on the implementation of screens or other sector-specific\ninvestment guidelines. Other investors have voiced concern with respect to asset managers’ policies that may result in such managers subordinating the interests of investors\nbased solely or in part on ESG considerations. We may be subject to competing demands from different investors and other stakeholder groups with divergent views on ESG\nmatters, including the role of ESG in the investment process. Investors, including public pension funds, which represent a significant portion of our funds’ investor bases, may\ndecide to withdraw previously committed capital (where such withdrawal is permitted) or not commit capital to future fundraises based on their assessment of how we approach\nand consider the ESG cost of investments and whether the return-driven objectives of our funds align with their ESG priorities. This divergence increases the risk that any action\nor lack thereof with respect to ESG matters will be perceived negatively by at least some stakeholders and adversely impact our reputation and business. If we do not successfully\nmanage ESG-related expectations across the varied interests of our stakeholders, including existing or potential investors, our ability to access and deploy capital may be\nadversely impacted. In addition, a failure to successfully manage ESG-related expectations may negatively impact our reputation and erode stakeholder trust.\nCertain investors also have begun to request or require data from their asset managers and/or use third-party benchmarks and ratings to allow them to monitor the ESG\nimpact of their investments. Regulatory initiatives to require investors to make disclosures to their stakeholders regarding ESG matters are becoming increasingly common, which\nmay 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. In addition,\ngovernment authorities of certain U.S. states have requested information from and scrutinized certain asset managers with respect to whether such managers have adopted ESG\npolicies that would restrict such asset managers from investing in certain industries or sectors, such as conventional energy. These authorities have indicated that such asset\nmanagers may lose opportunities to manage money belonging to these states and their pension funds to the extent the asset managers boycott certain industries. This may\nimpair our ability to access capital from certain investors, and we may in turn not be able to maintain or increase the size of our funds or raise sufficient capital for new funds,\nwhich may adversely impact our revenues.\nThere has been increased regulatory focus on ESG-related practices by investment managers, particularly with respect to the accuracy of statements made regarding ESG\npractices, initiatives and investment strategies. The SEC maintains an enforcement task force to examine ESG practices and disclosures by public companies and investment\nmanagers and identify inaccurate or misleading statements, often referred to as “greenwashing.” The SEC has commenced enforcement actions against at least three investment\nadvisers relating to ESG disclosures and policies and procedures failures, and we expect that there will continue to be significant enforcement activity in this area. The SEC has\nalso proposed or adopted two ESG-related rules for investment advisers and for 1940 Act funds that address, among other things, enhanced ESG-related disclosure\nrequirements concerning the use of ESG themes in their investing practices. This could increase the risk that we are perceived as, or accused of, greenwashing. Such perception\nor accusation could damage our reputation, result in litigation or regulatory actions, and adversely impact our ability to raise capital and attract new investors. Outside of the\nUnited States, the European regulatory environment for alternative investment fund managers and financial services firms continues to evolve and increase in complexity, making\ncompliance more costly and time-consuming. See “— Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our\nbusiness 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.”\n \n40\nWe may also communicate certain initiatives, commitments and goals regarding environmental, human capital management, and other ESG-related matters in our SEC\nfilings or in other disclosures by us or our funds. These initiatives, commitments and goals could be difficult and expensive to implement, the personnel, processes and\ntechnologies needed to implement them may not be cost effective and may not advance at a sufficient pace, and we may not be able to accomplish them within the timelines we\nannounce or at all. We could, for example, determine that it is not feasible or practical to implement or complete certain of such initiatives, commitments or goals based on cost,\ntiming or other consideration. Furthermore, we could be criticized for the accuracy, adequacy or completeness of the disclosure related to our or our funds’ ESG-related policies,\npractices, initiatives, commitments and goals, and progress against those goals, which disclosure may be based on frameworks and standards for measuring progress that are\nstill developing, internal controls and processes that continue to evolve, and assumptions that are subject to change in the future. In addition, we could be criticized for the scope\nor nature of such initiatives or goals, or for any revisions to these goals. Further, as part of our ESG practices, we rely from time to time on third-party data, services and\nmethodologies and such services, data and methodologies could prove to be incomplete or inaccurate. If our or such third parties’ ESG-related data, processes or reporting are\nincomplete or inaccurate, or if we fail to achieve progress with respect to our goals within the scope of ESG on a timely basis, or at all, we may be subject to enforcement action\nand our reputation could be adversely affected, particularly if in connection with such matters we were to be accused of greenwashing.\nClimate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our businesses and the operations of our funds’\nportfolio companies, and any actions we take or fail to take in response to such matters could damage our reputation.\nWe, our funds and our funds’ portfolio companies face risks associated with climate change including risks related to the impact of climate-and ESG-related legislation and\nregulation (both domestically and internationally), risks related to business trends related to climate change and technology (such as the process of transitioning to a lower-carbon\neconomy), and risks stemming from the physical impacts of climate change.\nClimate and sustainability-related regulations or interpretations of existing laws may result in enhanced disclosure obligations, which could negatively affect us, our funds\nand our funds’ portfolio companies and materially increase the regulatory burden and cost of compliance. For example, SEC proposed rules, if enacted, would require certain\nclimate-related disclosures by us, including disclosure of financed emissions, an extensive and complex category of emissions that is difficult to calculate accurately and for which\nthere is currently no agreed measurement standard or methodology. Further, in October 2023, California enacted climate disclosure laws that could require us and/or certain of\nour portfolio companies to report on greenhouse gas emissions, climate-related financial risks and other climate-related matters. In addition, beginning in 2024, our U.K. entity is\nexpected to be required to disclose certain climate-related financial information in line with the Task Force on Climate-Related Financial Disclosure’s recommendations. Further,\nin January 2023, the Corporate Sustainability Reporting Directive (“CSRD”) came into effect. CSRD will require a much broader range of companies, including non-EU companies\nwith significant turnover and a legal presence in EU markets, to produce detailed and prescriptive reports on sustainability-related matters within their financial statements. Also in\nthe EU, the Sustainable Finance Disclosure Regulation (“SFDR”) currently imposes disclosure requirements on certain of our funds and the EU Taxonomy Regulation\nsupplements SFDR’s disclosure requirements for certain entities and sets out a framework for classifying economic activities as “environmentally sustainable.” Certain\nrequirements under SFDR and the EU Taxonomy Regulation, such as those requiring us to make certain public disclosures regarding our private funds, may conflict with certain\nof our other regulatory obligations, such as limitations on general solicitation for private funds. As a consequence, we may be unable to fully comply with some requirements of\nthese new regimes, which could result in regulatory actions against us. The European Commission is currently consulting on making changes to the SFDR and certain SFDR-\nrelated regulations are likely to be amended or new guidance may be issued. Furthermore, the\n \n41\nU.K. is implementing its own regulation and a new “U.K. Green Taxonomy” that imposes substantial data collection and disclosure obligations on us. Collecting, measuring and\nreporting the information and metrics required under various existing regulations has imposed administrative burden and increased cost on us, and such burden and cost are\nlikely to increase as new or proposed regulations are enacted, particularly if the requirements imposed on us by various regulations lack harmonization on a global basis. We may\nalso communicate certain climate-related initiatives, commitments and goals in our SEC filings or in other disclosures, which subjects us to additional risks, including the risk of\nbeing accused of greenwashing.\nCertain of our funds’ portfolio companies operate in sectors that could face transition risk if carbon-related regulations or taxes are implemented. For certain of our funds’\nportfolio companies, business trends related to climate change may require capital expenditures, product or service redesigns, and changes to operations and supply chains to\nmeet changing customer expectations. While this can create opportunities, not addressing these changed expectations could create business risks for portfolio companies, which\ncould negatively impact the value of such companies and the returns in our funds. Further, advances in climate science may change society’s understanding of sources and\nmagnitudes of negative effects on climate, which could also negatively impact portfolio company financial performance. Further, significant chronic or acute physical effects of\n\n\nclimate change, including extreme weather events such as hurricanes or floods, can also have an adverse impact on certain of our funds’ portfolio companies and investments,\nespecially our real asset investments and portfolio companies that rely on physical factories, plants, stores or other assets located in the affected areas, or that focus on tourism\nor recreational travel. As the effects of climate change increase, we expect the frequency and impact of weather- and climate-related events and conditions to increase as well.\nIn addition, our reputation and fundraising may be harmed if certain stakeholders, such as our limited partners or stockholders, believe that we are not adequately or\nappropriately responding to climate change, including through the way in which we operate our business, the composition of our funds’ existing portfolios, the new investments\nmade by our funds, or the decisions we make to continue to conduct or change our activities in response to climate change considerations. Moreover, we face business trends\nrelated to climate change risks, such as, for example, the increased attention to ESG considerations by our fund investors, including in connection with their determination of\nwhether to invest in our funds. See “— We are subject to increasing scrutiny from regulators, elected officials, stockholders, investors and other stakeholders with respect to\nenvironmental, social and governance matters, which may adversely impact our ability to raise capital from certain investors, constrain capital deployment opportunities for our\nfunds and harm our brand and reputation.”\nFinancial regulatory changes in the United States could adversely affect our business.\nThe financial services industry continues to be the subject of heightened regulatory scrutiny in the United States. There has been active debate over the appropriate extent\nof regulation and oversight of private investment funds and their managers. Our business may be adversely affected by new or revised regulations imposed by the SEC or other\nU.S. governmental regulatory authorities or self-regulatory organizations that supervise the financial markets. Our business also may be adversely affected by changes in the\ninterpretation or enforcement of existing laws and regulations by these governmental authorities and self-regulatory organizations. Further, new regulations or interpretations of\nexisting laws may result in enhanced disclosure obligations, including with respect to climate matters, which could materially increase the regulatory burden imposed on us, our\nfunds or our funds’ portfolio companies.\nThe Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), enacted in July 2010, imposed significant changes on almost every aspect of the\nU.S. financial services industry, including aspects of our business. The Dodd-Frank Act created the FSOC, an interagency body charged with identifying and monitoring systemic\nrisk to financial markets. The FSOC can designate certain financial companies as nonbank financial companies subject to supervision by the Board of Governors of the Federal\nReserve System (the “Federal Reserve Board”). If we were to be designated as such by the FSOC, or if any of our business activities were to be identified by the FSOC as\nwarranting enhanced regulation or supervision by certain regulators, we could be subject to a materially greater regulatory burden, which could adversely impact our compliance\nand other costs, the implementation of certain of our investment strategies and our profitability.\n \n42\nUnder the Dodd-Frank Act, whistleblowers who voluntarily provide original information to the SEC can receive compensation and protection, including payment equal to\nbetween 10% and 30% of certain monetary sanctions imposed in a successful government action resulting from the information provided by the whistleblower. Whistleblower\nclaims have increased significantly since the enactment of these provisions and in the 2023 fiscal year the SEC awarded approximately $600 million to 68 individuals. Addressing\nsuch claims could generate significant expenses and take up significant management time for us and our funds’ portfolio companies, even if such claims are frivolous or without\nmerit.\nRule 206(4)-5 under the Advisers Act prohibits investment advisers from providing advisory services for compensation to a government plan investor for two years, subject to\nlimited exceptions, after the investment adviser, its senior executives or its personnel involved in soliciting investments from government entities make political contributions to\ncertain candidates and officials in position to influence the hiring of an investment adviser by such government client. Advisers are required to implement compliance policies\ndesigned, among other matters, to comply with this rule. In addition, there have been similar rules on a state level regarding “pay to play” practices by investment advisers.\nAdditionally, the SEC has instituted and settled multiple actions against investment advisers for violating its 2022 amended marketing rule, which imposed more prescriptive\nrequirements on fund marketing. Any failure on our part to comply with such rules could expose us to significant penalties and reputational damage.\nThe SEC has adopted “Regulation Best Interest,” which imposes a “best interest” standard of care for broker-dealers when recommending certain securities transactions to\na customer. Regulation Best Interest requires such broker-dealers to evaluate available alternatives, including those that may have lower expenses and/or lower investment risk\nthan our investment funds. The continued regulatory focus on Regulation Best Interest may negatively impact whether certain broker-dealers and their associated persons are\nwilling to recommend investment products, including certain of our funds, to retail customers, which may adversely impact our ability to distribute our products to certain investors.\nFurthermore, the U.S. Department of Labor as well as several states have proposed regulations or taken other actions pertaining to conduct standards for investment advisers\nand broker-dealers that may result in additional requirements related to our business.\nThe potential for governmental policy and/or legislative changes and regulatory reform by the current administration may create regulatory uncertainty for our\ninvestment strategies, may make it more difficult to operate our business, and may adversely affect the profitability of our funds’ portfolio companies.\nGovernmental policy and/or legislative changes and regulatory reform could make it more difficult for us to operate our business, including by impeding fundraising or making\ncertain investments or investment strategies unattractive or less profitable. In addition, our ability to identify business and other risks associated with new investments depends in\npart on our ability to anticipate and accurately assess regulatory, legislative and other changes that may have a material impact on our investments. Anticipating policy changes\nand reforms may be particularly difficult during periods of heightened partisanship at the federal, state and local levels, including due to the divisiveness surrounding populist\nmovements, political disputes and socioeconomic issues. The failure to accurately anticipate the possible outcome of such changes and/or reforms could have a material adverse\neffect on the returns generated from our funds’ investments and our revenues.\n \n43\nIn recent years, there has been increased regulatory enforcement activity and rulemaking impacting the financial services industry. Given the breadth of initiatives by the\ncurrent administration and at the SEC and certain other regulatory bodies, policy changes could impose additional costs on us or our investments, require significant attention of\nsenior management or result in limitations on the manner in which we or the companies in which we invest conduct business. Such changes or reforms may include, without\nlimitation:\n \n \n•\n There has been recurring consideration amongst regulators and intergovernmental institutions regarding the role of nonbank institutions in providing credit and,\nparticularly, so-called “shadow banking,” a term generally taken to refer to financial intermediation involving entities and activities outside the regulated banking\nsystem. Federal regulatory bodies, such as the FSOC, and international organizations, such as the Financial Stability Board, are assessing financial stability-related\nrisks 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\nbe proposed is unclear. If nonbank financial intermediation became subject to regulations or oversight standards similar to those applicable to traditional banks,\ncertain of our business activities, including nonbank lending, would be adversely affected and the regulatory burden on us would materially increase, which could\nadversely impact the implementation of our investment strategy and our returns.\n \n•\n In the United States, FSOC has the authority to designate nonbank financial companies as systemically important financial institutions (“SIFIs”) subject to\nsupervision by the Federal Reserve Board. Currently, there are no nonbank financial companies with a nonbank SIFI designation. The FSOC has, however,\ndesignated certain nonbank financial companies as SIFIs in the past, and additional nonbank financial companies, which may include large asset management\ncompanies such as us, may be designated as SIFIs in the future. In November 2023, FSOC adopted amendments to its guidance regarding procedures for\ndesignating nonbank financial companies as SIFIs which eliminated the prior guidance’s prioritization of an “activities-based” approach for identifying, assessing\nand addressing potential risks to financial stability. Under the previous guidance’s “activities-based” approach, FSOC indicated that it would primarily focus on\nregulating activities that pose systemic risk rather than focusing on individual firm-specific determinations. The elimination of an “activities-based” approach over\ndesignation of an individual firm as a nonbank SIFI may increase the likelihood of FSOC designating one or more firms as a nonbank SIFI. If we were designated as\na 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\nBoard, and could become subject to enhanced prudential, capital, supervisory and other requirements, such as risk-based capital requirements, leverage limits,\nliquidity requirements, resolution plan and credit exposure report requirements, concentration limits, a contingent capital requirement, enhanced public disclosures,\nshort-term debt limits and overall risk management requirements. Requirements such as these, which were designed to regulate banking institutions, would likely\nneed to be modified to be applicable to an asset manager, although no proposals have been made indicating how such measures would be adapted for asset\nmanagers.\n \n•\n In addition, future reviews by the FSOC of nonbank financial companies for designation as SIFIs may focus on other types of products and activities, such as\nnonbank lending activities conducted by certain of our businesses. If any of our activities were identified by the FSOC as posing potential risks to U.S. financial\nstability, such activities could be subject to modified or enhanced regulation or supervision by U.S. regulators with jurisdiction over such activities, although no\nproposals have been made indicating how such measures would be applied to any such identified activities.\nTrade negotiations and related government actions may create regulatory uncertainty for our funds’ portfolio companies and our investment strategies and\nadversely affect the profitability of our funds’ portfolio companies.\n\n\nIn recent years, the U.S. government has indicated its intent to alter its approach to international trade policy and in some cases to renegotiate, or potentially terminate,\ncertain existing bilateral or multi-lateral trade agreements and treaties with foreign countries, and has made proposals and taken actions related thereto. For example, the U.S.\ngovernment has imposed tariffs on certain foreign goods, including from China, such as steel and aluminum. Some foreign governments, including China, have instituted\nretaliatory tariffs on certain U.S. goods.\n \n44\nFurthermore, the U.S. has implemented a number of economic sanctions programs and export controls that specifically target Chinese entities and nationals on national\nsecurity grounds, including, for example, with respect to China’s response to political demonstrations in Hong Kong and China’s conduct concerning the treatment of Uyghurs and\nother ethnic minorities in its Xinjiang province. Moreover, the U.S. has implemented additional sanctions against entities participating in China’s military industrial complex and\nproviding support to the country’s military, intelligence, and surveillance apparatuses. These sanctions impose certain restrictions on U.S. persons and entities buying or selling\npublicly traded securities of these designated entities. Further escalation of the “trade war” between the U.S. and China, the countries’ inability to reach further trade agreements,\nor the continued use of reciprocal sanctions by each country, may negatively impact opportunities for investment as well as the rate of global growth, particularly in China, which\nhas and continues to exhibit signs of slowing growth. Such slowing growth could adversely affect the revenues and profitability of our funds’ portfolio companies.\nThere is uncertainty as to the actions that may be taken under the current administration with respect to U.S. trade policy, including with China. Further governmental actions\nrelated to the imposition of tariffs or other trade barriers or changes to international trade agreements or policies, could further increase costs, decrease margins, reduce the\ncompetitiveness of products and services offered by current and future portfolio companies and adversely affect the revenues and profitability of companies whose businesses\nrely on goods imported from outside of the United States. See “— Laws and regulations on foreign direct investment applicable to us and our funds’ portfolio companies, both\nwithin 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.”\nOur provision of products and services to insurance companies subjects us to a variety of risks and uncertainties.\nWe have increasingly undertaken initiatives to deliver to insurance companies customizable and diversified portfolios of Blackstone products and strategies across asset\nclasses, as well as the option for partial or full management of insurance companies’ general account assets. This strategy has in recent years contributed to meaningful growth\nin our Assets Under Management, including in Perpetual Capital Assets Under Management. BXCI’s insurance platform currently manages assets for a number of insurance\ncompanies and certain of their respective affiliates pursuant to several investment management agreements. Our insurance platform also manages or sub-manages assets for\ncertain insurance-dedicated funds and special purpose vehicles, and has developed, and may continue to develop, other capital-efficient products for insurance companies.\nThe continued success of our insurance platform will depend in large part on further developing investment partnerships with insurance company clients and maintaining\nexisting asset management arrangements, including those described above. If we fail to deliver high-quality, high-performing products and strategies that help our insurance\ncompany clients meet long-term policyholder obligations, we may not be successful in retaining existing investment partnerships, developing new investment partnerships or\noriginating or selling capital-efficient assets or products and such failure may have a material adverse effect on our business, results and financial condition.\nThe U.S. and non-U.S. insurance industries are subject to significant regulatory oversight. Regulatory authorities in many relevant jurisdictions have broad regulatory\n(including through certain regulatory support organizations), administrative, and in some cases discretionary, authority with respect to insurance companies and/or their\ninvestment advisors, which may include, among other things, the investments insurance companies may acquire and hold, marketing practices, affiliate transactions, reserve\nrequirements and capital adequacy. These requirements are primarily concerned with the protection of policyholders, and regulatory authorities often have wide discretion in\napplying the relevant restrictions and regulations to insurance companies, which may indirectly affect us. We may be the target or subject of, or may have indemnification\nobligations related to, litigation (including class action litigation by policyholders), enforcement investigations or regulatory scrutiny. Regulators and other authorities generally have\nthe power to bring administrative or judicial proceedings against insurance companies, which could result in, among other things, suspension or revocation of licenses, cease-and-\ndesist orders, fines, civil penalties, criminal penalties or other disciplinary action. To the extent we are involved in such regulatory actions, our reputation could be harmed, we may\nbecome liable for indemnification obligations and we could potentially be subject to enforcement actions, fines and penalties.\n \n45\nRecently, insurance regulatory authorities and regulatory support organizations have increased scrutiny of alternative asset managers’ involvement in the insurance\nindustry, including with respect to the ownership by such managers or their affiliated funds of, and the management of assets on behalf of, insurance companies. For example,\ninsurance regulators, including the National Association of Insurance Commissioners (“NAIC”) — the U.S. standard-setting and regulatory support organization for the insurance\nindustry — have increasingly focused on the terms and structure of investment management agreements, including whether they are at arms’ length, establish a control\nrelationship with the insurance company, grant the asset manager excessive authority or oversight over the investment strategy of the insurance company or provide for\nmanagement fees that are not fair and reasonable or termination provisions that make it difficult or costly for the insurer to terminate the agreement. Regulators have also\nincreasingly focused on the risk profile of certain investments held by insurance companies (including, without limitation, all or certain tranches of collateralized loan obligations\nand other structured securities), appropriateness of investment ratings and potential conflicts of interest, including affiliated investments, and potential misalignment of incentives\nand any potential risks from these and other aspects of an insurance company’s relationship with alternative asset managers that may impact the insurance company’s risk\nprofile. This enhanced scrutiny may increase the risk of regulatory actions against us and could result in new or amended regulations that limit our ability, or make it more\nburdensome or costly, to enter into new investment management agreements with insurance companies and thereby grow our insurance strategy. Some of the arrangements we\nhave or will develop with insurance companies involve complex U.S. and non-U.S. tax structures for which no clear precedent or authority may be available. Such structures may\nbe subject to potential regulatory, legislative, judicial or administrative change or scrutiny and differing interpretations and any adverse regulatory, legislative, judicial or\nadministrative changes, scrutiny or interpretations may result in substantial costs to insurance companies or us. In some cases we may agree to indemnify insurance companies\nfor their losses resulting from any such adverse changes or interpretations.\nInsurance company investment portfolios are often subject to internal and regulatory requirements governing the categories and ratings of investment products and assets\nthey may acquire and hold. Many of the investment products and strategies we originate or develop for, or other assets or investments we include in, insurance company portfolios\nwill 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\nproducts, 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. Furthermore,\ninsurance companies are subject to certain minimum capital and surplus requirements that vary by the jurisdiction where the insurance company is domiciled and are generally\nsubject to change over time (as discussed in more detail below). In the United States, our insurance company clients are subject to risk-based capital (“RBC”) standards and other\nminimum capital and surplus requirements imposed by state laws. The RBC standards are based upon the Risk-Based Capital for Insurers Model Act promulgated by the NAIC,\nas adopted by applicable clients’ insurance regulators. Our Bermuda insurance company clients are subject to Bermuda Solvency Capital Requirements standards and other\nminimum capital and surplus requirements imposed by the Bermuda Monetary Authority.\nNew statutory accounting guidance or changes or clarifications in interpretations of existing guidance may adversely impact our ability to originate, or invest in, such assets\non behalf of our insurance company clients or cause our clients to increase their required capital in respect of such assets, thus making such assets less attractive to insurers,\nwhich may adversely affect our business. Certain proposals or exposure drafts released by insurance regulatory authorities, including the NAIC or the SVO, may result in changes\nto the risk-based capital treatment and/or ratings or re-ratings processes of certain assets or investments that are, or may be, held by our insurance company clients. In particular,\nthe NAIC is considering revisions to the capital charges for asset-backed securities with a focus on increasing the capital charge on the mezzanine and/or residual tranches (i.e.,\nequity securities) of\n \n46\nthese securitizations. Recent proposals would increase the applicable capital charge of such residual tranches or equity securities of asset-based securitizations from 30% to 45%\nas of year-end 2024. This potential 50% increase in the applicable RBC charge of such assets could potentially make such assets or investments less attractive to insurers and\nlimit our ability to originate, or invest in, such assets on behalf of insurers.\nWe rely on complex exemptions from statutes in conducting our asset management activities.\nWe regularly rely on exemptions from various requirements of the U.S. Securities Act of 1933, as amended (the “Securities Act”), the Exchange Act, the 1940 Act, the\nCommodity Exchange Act and the U.S. Employee Retirement Income Security Act of 1974, as amended, in conducting our asset management activities. These exemptions are\nsometimes highly complex and may in certain circumstances depend on compliance by third parties whom we do not control. If for any reason these exemptions were to become\nunavailable to us, we could become subject to regulatory action or third-party claims and our business could be materially and adversely affected. For example, the “bad actor”\ndisqualification provisions of Rule 506 of Regulation D under the Securities Act ban an issuer from offering or selling securities pursuant to the safe harbor rule in Rule 506 if the\nissuer or any other “covered person” is the subject of a criminal, regulatory or court order or other “disqualifying event” under the rule which has not been waived. The definition of\n“covered person” includes an issuer’s directors, general partners, managing members and executive officers; affiliates who are also issuing securities in the offering; beneficial\nowners of 20% or more of the issuer’s outstanding equity securities; and promoters and persons compensated for soliciting investors in the offering. Accordingly, our ability to rely\n\n\non Rule 506 to offer or sell securities would be impaired if we or any “covered person” is the subject of a disqualifying event under the rule and we are unable to obtain a waiver.\nThese regulations often serve to limit our activities and impose burdensome compliance requirements.\nComplex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could adversely affect our business.\nSimilar to the United States, the jurisdictions outside the United States in which we operate, in particular Europe, have become subject to further regulation. Governmental\nregulators and other authorities in Europe have proposed or implemented a number of initiatives, rules and regulations that could adversely affect our business, including by\nimposing additional compliance and administrative burdens and increasing the costs of doing business in such jurisdictions. Increasingly, the rules and regulations in the financial\nsector in Europe are becoming more prescriptive. Rules and regulations in other jurisdictions are often informed by key features of U.S. and European rules and regulations and,\nas a result, our businesses in all jurisdictions, including across Asia, may become subject to increased regulation in the future.\nIn Europe, the EU Alternative Investment Fund Managers Directive (“AIFMD”) establishes a regulatory regime for alternative investment fund managers (“AIFMs”), including\nour AIFMs in Luxembourg and Ireland. The U.K. has “on-shored” AIFMD and therefore similar requirements continue to apply to funds marketed to U.K. investors notwithstanding\nBrexit. Changes to AIFMD have been adopted and are expected to come into force in late-2025. These changes increase the compliance burdens on certain of our funds and\nrequire them to make changes to their operations, including, among other things, in respect of their use of leverage, which could impact the returns of such funds.\nIn addition, on August 2, 2021, Directive (EU) 2019/1160 (the “CBDF Directive”) and Regulation (EU) 2019/1156 (the “CBDF Regulation”) came into effect, which in part\namended AIFMD. The CBDF Regulation contains standardized requirements for cross-border fund distribution in the EU. CBDF Directive has been implemented in most EU\nmember states, which may make it more complex and costly for us to raise capital from EEA investors.\n \n47\nThe EU Securitization Regulation (the “Securitization Regulation”), which became effective on January 1, 2019, imposes due diligence and risk retention requirements on\n“institutional investors” (which includes managers of alternative investment funds assets) which must be satisfied prior to holding a securitization position. These requirements\nmay apply to AIFs managed by not only EEA AIFMs but also non-EEA AIFMs where those AIFs have been registered for marketing in the EU under national private placement\nregimes. Similar requirements continue to apply in the U.K. notwithstanding Brexit. The FCA is looking at amending the regime in the U.K. in the coming years which could result\nin divergence between the EU and U.K. requirements, thereby increasing the cost and complexity of compliance. The Securitization Regulation may impact or limit our funds’\nability to make certain investments that constitute “securitizations” under the regulation. The Securitization Regulation may also constrain certain of our funds’ ability to invest in\nsecuritization positions that do not comply with, among other things, the risk retention requirements. Failure to comply with these requirements could result in various penalties.\nThe EU regulation on over-the-counter (“OTC”) derivative transactions, central counterparties and trade repositories ( “EMIR”) requires mandatory clearing of certain OTC\nderivatives through central counterparties, creates additional risk mitigation requirements (including, in particular, margining requirements) in respect of certain OTC derivative\ntransactions that are not cleared by a central counterparty, and imposes reporting and recordkeeping requirements in respect of most derivative transactions. The U.K. has on-\nshored EMIR in similar, but not identical form. In addition, the EU regulation on transparency of securities financing transactions (“SFTR”) requires certain mandatory reporting\nand disclosure in connection with certain securities financing transactions and total return swaps. Furthermore, the EU Central Securities Depositories Regulation (“CSDR”)\nprovides for an EU-wide framework with respect to securities settlement and central securities depository and settlement services. The effectiveness of certain requirements\nunder this framework has been postponed until November 2025. The U.K. has on-shored SFTR and CSDR, in similar, but not identical, forms. Each of the aforementioned\nregulations is likely to increase the operational burden and costs associated with certain of our and our funds’ operations.\nIn December 2023, the European Commission reached a provisional agreement on previously proposed regulations to strengthen the regulatory and supervisory framework\nover money laundering and financing of terrorism, which includes the establishment of a new regulatory authority. Additionally, in the U.K., amendments to the anti-money\nlaundering and financing of terrorism regime are expected to be finalized in 2024. These proposals, if adopted, could increase the risk of regulatory actions against us.\nFurther, in the EU, the Markets in Financial Instruments Directive 2014 (2014/65/EU) (“MiFID II”), which has also been on-shored in the U.K., requires us to comply with\ndisclosure, transparency, reporting and record keeping obligations and enhanced obligations in relation to the receipt of investment research, best execution, product governance\nand marketing communications. Compliance with MiFID II has resulted in greater overall complexity, higher compliance and administration and operational costs and less overall\nflexibility for us. Certain aspects of MiFID II are subject to review and amendment in the EU and the U.K. Associated changes to the prudential regulation of EEA and U.K. MiFID\ninvestment firms have increased the regulatory capital and liquidity adequacy requirements for certain of our entities licensed under MiFID, as well as required us to make\nchanges to the way in which we remunerate certain senior staff. Additional regulation around remuneration may make it harder for us to attract and retain talent, compared to\ncompetitors not subject to the same rules. Enhanced internal governance, disclosure and reporting requirements increase the costs of compliance.\nCertain regulatory requirements in the EU and U.K. intended to enhance protection for retail investors and impose additional obligations on the distribution of certain\nproducts to retail investors may lead to increased costs and limit our ability to access capital from retail investors in certain jurisdictions. These include EU and U.K. rules\nrequiring that retail investors in packaged retail investment and insurance products receive key information documents and U.K rules enhancing duties related to distribution of\nfinancial products to retail investors. Furthermore, in May 2023, the European Commission announced its Retail Investment Strategy, which could result in new regulation that\ncould impact our ability to offer our funds to retail investors in the EU.\nWe are required to comply with the Regulation (EU) 2016/679 (General Data Protection Regulation) (the “EU GDPR”) because, among other things, we process European\nUnion data subjects’ personal data in the U.S. via our global technology systems. Following Brexit, the U.K. implemented its own version of EU GDPR (the “U.K. GDPR”).\n \n48\nThe EU GDPR and U.K. GDPR impose a range of obligations on processors of personal data, including obligations that apply in respect of the transfer of personal data to other\ncountries, including potential limitations on transfer or requirements to implement further protections for personal data. Data protection authorities have significant audit and\ninvestigatory powers to probe how personal data is being used and processed and breaches of these regulations can lead to significant fines, regulatory action and reputational\nrisk. See “— Rapidly developing and changing global data security and privacy laws and regulations could increase compliance costs and subject us to enforcement risks and\nreputational damage.” European regulators, including the U.K. FCA are increasing their attention on greenwashing and rapidly developing and implementing regimes focused on\nESG and sustainability within the financial services sector, which could adversely affect our business and the operations of our funds’ portfolio companies in various ways.\nSee “— Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our business and the operations of our funds’ portfolio\ncompanies, and any actions we take or fail to take in response to such matters could damage our reputation.”\nLaws 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\nfor us to deploy capital in certain jurisdictions or to sell assets to certain buyers.\nA number of jurisdictions, including the U.S., have restrictions on foreign direct investment pursuant to which their respective heads of state and/or regulatory bodies have\nthe authority to block or impose conditions with respect to certain transactions, such as investments, acquisitions and divestitures, if such transaction threatens to impair national\nsecurity. In addition, many jurisdictions restrict foreign investment in assets important to national security by taking steps including, but not limited to, placing limitations on foreign\nequity investment, implementing investment screening or approval mechanisms, and restricting the employment of foreigners as key personnel. These U.S. and foreign laws\ncould limit our funds’ ability to invest in certain businesses or entities or impose burdensome notification requirements, operational restrictions or delays in pursuing and\nconsummating transactions. For example, the Committee on Foreign Investment in the United States (“CFIUS”) has the authority to review transactions that could result in\npotential control of, or certain types of non-controlling investments in, a U.S. business or U.S. real estate by a foreign person. In recent years, legislation has expanded the scope\nof CFIUS’ jurisdiction to cover more types of transactions and empower CFIUS to scrutinize more closely investments in certain transactions. CFIUS may recommend that the\nPresident block, unwind or impose conditions or terms on such transactions, certain of which may adversely affect the ability of the fund to execute on its investment strategy with\nrespect to such transaction as well as limit our flexibility in structuring or financing certain transactions. Additionally, CFIUS or any non-U.S. equivalents thereof may seek to\nimpose limitations on one or more such investments that may prevent us from maintaining or pursuing investment opportunities that we otherwise would have maintained or\npursued, which could make it more difficult for us to deploy capital in certain of our funds.\nIn August 2023, the President signed an Executive Order establishing an outbound investment screening regime that is intended to regulate or prohibit certain investments\nby U.S. persons in advanced technology sectors in China and other jurisdictions that may be designated as a “country of concern.” While the details of this new regime remain\nsubject to a rulemaking process, the forthcoming requirements could further negatively impact our ability to deploy capital in such countries. Further, state regulatory agencies\nmay impose restrictions on private funds’ investments in certain types of assets, which could affect our funds’ ability to find attractive and diversified investments and to complete\nsuch investments in a timely manner. For example, California adopted regulations that are scheduled to take effect in April 2024 and would subject certain potential investments\nin the healthcare sector that transfer a material amount of a healthcare portfolio company’s assets or governance to review by a state regulatory agency. In addition, a number of\nU.S. states are passing and implementing state laws prohibiting or otherwise restricting the acquisition of interests in real property located in the state by foreign persons. These\nlaws may impact the ability of non-U.S. limited partners to participate in certain of our investment strategies.\n \n\n\n49\nOur investments outside of the United States may also face delays, limitations, or restrictions as a result of notifications made under and/or compliance with these legal\nregimes and rapidly changing agency practices. Other countries continue to establish and/or strengthen their own national security investment clearance regimes, which could\nhave a corresponding effect of limiting our ability to make investments in such countries. Heightened scrutiny of foreign direct investment worldwide may also make it more difficult\nfor us to identify suitable buyers for investments upon exit and may constrain the universe of exit opportunities for an investment in a portfolio company. As a result of such\nregimes, 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\ncertain buyers, all of which could adversely affect the performance of our funds and in turn, materially reduce our revenues and cash flow. Complying with these laws imposes\npotentially significant costs and complex additional burdens, and any failure by us or our funds’ portfolio companies to comply with them could expose us to significant penalties,\nsanctions, loss of future investment opportunities, additional regulatory scrutiny, and reputational harm.\nWe are subject to substantial risk of litigation and regulatory proceedings and may face significant liabilities and damage to our reputation as a result of allegations\nof improper conduct and negative publicity.\nFrom time to time we, our funds and our funds’ portfolio companies have been and may be subject to litigation, including securities class action lawsuits by stockholders, as\nwell as class action lawsuits that challenge our acquisition transactions and/or attempt to enjoin them. For a discussion of certain legal proceedings to which we are a party, see\n“Part II. Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 19. Commitments and Contingencies — Contingencies —\nLitigation.” Any private lawsuits or regulatory actions brought against us and resulting in a finding of substantial legal liability could materially adversely affect our business,\nfinancial condition or results of operations. In addition, such actions, even if resulting in a favorable outcome to us, could result in significant reputational harm, which could\nseriously harm our business.\nIn recent years, the volume of claims and amount of damages claimed in litigation and regulatory proceedings against the financial services industry in general have been\nincreasing. The investment decisions we make in our asset management business and the activities of our investment professionals (including in connection with portfolio\ncompanies and investment advisory activities) may subject us, our funds and our funds’ portfolio companies to the risk of third-party litigation or regulatory proceedings arising\nfrom investor dissatisfaction with the performance of those investment funds, alleged conflicts of interest, the suitability or manner of distribution of our products, including to retail\ninvestors, the activities of our funds’ portfolio companies and a variety of other claims.\nIn addition, to the extent investors in our investment funds suffer losses resulting from fraud, gross negligence, willful misconduct or other similar misconduct, investors may\nhave remedies against us, our investment funds, our senior managing directors or our affiliates under the federal securities law and/or state law. While the general partners and\ninvestment advisers to our investment funds, including their directors, officers, other employees and affiliates, are generally indemnified to the fullest extent permitted by law with\nrespect 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\ninvolved fraud, gross negligence, willful misconduct or other similar misconduct. The activities of our capital markets services business may also subject us to the risk of liabilities\nto our clients and third parties, including our clients’ stockholders, under securities or other laws in connection with transactions in which we participate. See “— Underwriting\nactivities by our capital markets services business expose us to risks.”\nWe depend to a large extent on our business relationships and our reputation for integrity and high-caliber professional services to attract and retain investors and to pursue\ninvestment opportunities for our funds. As a result, allegations by private actors, regulators, or employees of improper conduct by us, even if unfounded, as well as negative\npublicity and press speculation about us, may harm our reputation. This could adversely impact our relationships with clients and our fundraising. In recent years, there has been\nincreased activity on the part of certain activist and other organized groups, with respect to investments made by private funds. Such groups have at times contacted and\notherwise sought to engage with government and regulatory bodies and fund investors, including public pension funds, on our funds’ investments, which has led to negative\npublicity that could harm our reputation. The pervasiveness of social media and public focus on the externalities of business activities could lead to wider dissemination of\nadverse or inaccurate information about us, making remediation more difficult and magnifying reputational risk.\n \n50\nEmployee misconduct could harm us by impairing our ability to attract and retain clients and subjecting us to significant legal liability and reputational harm. Fraud,\ndeceptive practices or other misconduct at portfolio companies or service providers could similarly subject us to liability and reputational damage and also harm\nperformance.\nOur employees could engage in misconduct that adversely affects our business. We are subject to a number of obligations and standards arising from our asset\nmanagement business and our authority over the assets managed by our asset management business. The violation of these obligations and standards by any of our employees\nwould adversely affect our clients and us. Our business often requires that we deal with confidential matters of great significance to companies in which we may invest. If our\nemployees were to improperly use or disclose confidential information, we could suffer serious harm to our reputation, financial position and current and future business\nrelationships. Detecting or deterring employee misconduct is not always possible, and the extensive precautions we take to detect and prevent this activity may not be effective in\nall cases. In addition, a prolonged period of remote work, such as the one experienced during the COVID-19 pandemic, may require us to develop and implement additional\nprecautions in order to detect and prevent employee misconduct. Such additional precautions, which may include the implementation of security and other restrictions, may make\nour systems more difficult and costly to operate and may not be effective in preventing employee misconduct in a remote work environment. If one of our employees were to\nengage in misconduct or were to be accused of such misconduct, our business and our reputation could be adversely affected.\nWe are subject to U.S. and foreign anti-corruption and anti-bribery laws, including the U.S. Foreign Corrupt Practices Act, as amended (“FCPA”), as well as anti-money\nlaundering laws. In recent years, the U.S. Department of Justice and the SEC have devoted greater resources to enforcement of the FCPA. In addition, the U.K. has also\nsignificantly expanded the reach of its anti-bribery laws. While we have policies and procedures designed to ensure strict compliance by us and our personnel with the FCPA and\nother applicable laws, such policies and procedures may not be effective in all instances to prevent violations. Any determination that we have violated the FCPA, the U.K. anti-\nbribery 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,\nprofit disgorgement, injunctions on future conduct, securities litigation and a general loss of investor confidence, any one of which could adversely affect our business prospects,\nfinancial position or the price of our common stock.\nFurthermore, we may also be adversely affected if there is misconduct by personnel of our funds’ portfolio companies or by such companies’ service providers. For example,\nfinancial 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,\nanti-money laundering, trade and economic sanctions, export controls, anti-harassment, anti-discrimination or other legal and regulatory requirements, could subject us to, among\nother things, civil and criminal penalties or material fines, profit disgorgement, injunctions on future conduct and securities litigation, and could also cause significant reputational\nand business harm to us. Such misconduct may undermine our due diligence efforts with respect to such portfolio companies and could negatively affect the valuations of the\ninvestments by our funds in such portfolio companies. Losses to our funds and us could also result from misconduct or other actions by service providers, such as administrators,\nconsultants or other advisors, if such service providers improperly use or disclose confidential information, misappropriate funds, or violate legal or regulatory obligations.\nMoreover, we may face an increased risk of such misconduct to the extent our investment in non-U.S. markets, particularly emerging markets, increases.\n \n51\nAnother pandemic or global health crisis like the COVID-19 pandemic may adversely impact our performance and results of operations.\nFrom 2020 to 2022, in response to the COVID-19 pandemic, many countries instituted quarantine restrictions and took other measures to limit the spread of the virus. This\nresulted in labor shortages and disruption of supply chains and contributed to prolonged disruption of the global economy. A widespread reoccurrence of another pandemic or\nglobal health crisis could increase the possibility of periods of increased restrictions on business operations, which may adversely impact our business, financial condition, results\nof operations, liquidity and prospects materially and exacerbate many of the other risks discussed in this “Risk Factors” section.\nIn the event of another pandemic or global health crisis like the COVID-19 pandemic, our funds’ portfolio companies may experience decreased revenues and earnings,\nwhich may adversely impact our ability to realize value from such investments and in turn reduce our performance revenues. Investments in certain sectors, including hospitality,\nlocation-based entertainment, retail, travel, leisure and events, and in certain geographies, office and residential, could be particularly negatively impacted, as was the case\nduring the COVID-19 pandemic. Our funds’ portfolio companies may also face increased credit and liquidity risk due to volatility in financial markets, reduced revenue streams\nand limited access or higher cost of financing, which may result in potential impairment of our or our funds’ investments. In addition, borrowers of loans, notes and other credit\ninstruments in our credit funds’ portfolios may be unable to meet their principal or interest payment obligations or satisfy financial covenants, and tenants leasing real estate\nproperties owned by our funds may not be able to pay rents in a timely manner or at all, resulting in a decrease in value of our funds’ credit and real estate investments. In the\nevent of significant credit market contraction as a result of a pandemic or similar global health crisis, certain of our funds may be limited in their ability to sell assets at attractive\nprices or in a timely manner in order to avoid losses and margin calls from credit providers. In our liquid and semi-liquid vehicles, such a contraction could cause investors to seek\nliquidity in the form of redemptions or repurchase of interests from our funds, adversely impacting management fees. Our management fees may also be negatively impacted if\n\n\nwe experience a decline in the pace of capital deployment or fundraising.\nA pandemic or global health crisis may also pose enhanced operational risks. For example, our employees may become sick or otherwise unable to perform their duties for\nan extended period, and extended public health restrictions and remote working arrangements may impact employee morale, integration of new employees and preservation of\nour culture. Remote working environments may also be less secure and more susceptible to hacking attacks, including phishing and social engineering attempts. Moreover, our\nthird-party service providers could be impacted by an inability to perform due to pandemic-related restrictions or by failures of, or attacks on, their technology platforms.\nPoor performance of our investment funds would cause a decline in our revenue, income and cash flow, may obligate us to repay Performance Allocations\npreviously paid to us, and could adversely affect our ability to raise capital for future investment funds.\nIn the event that any of our investment funds were to perform poorly, our revenue, income and cash flow would decline because the value of our assets under management\nwould decrease, which would result in a reduction in management fees, and our investment returns would decrease, resulting in a reduction in the Performance Revenues we\nearn. Moreover, we could experience losses on our investments of our own principal as a result of poor investment performance by our investment funds. Furthermore, if, as a\nresult of poor performance of later investments in a carry fund’s life, the fund does not achieve certain investment returns for the fund over its life, we will be obligated to repay\nthe amount by which Performance Allocations that were previously distributed to us exceed the amount to which the relevant general partner is ultimately entitled. Similarly,\ncertain of our vehicles’ terms require an offset of Performance Revenues related to past performance, often referred to as a “recoupment of loss carryforward.” If a recoupment of\nloss carryforward is triggered, including as a result of a meaningful decline in the vehicles’ revenues following a period of strong performance, such offset would serve to reduce\nthe amount of future Performance Revenues to which we would be entitled in such vehicle. In the event that the offset is insufficient for the vehicle to fully recoup such loss\ncarryforward, we may be required to make a cash payment after a certain period.\n \n52\nIn addition, in most cases, the companies in which our investment funds invest will have indebtedness or equity securities, or may be permitted to incur indebtedness or to\nissue equity securities, that rank senior to our investment, which may limit the ability of our investment funds to influence a company’s affairs and to take actions to protect their\ninvestments during periods of financial distress or following an insolvency.\nPoor performance of our investment funds could make it more difficult for us to raise new capital. Investors in funds might decline to invest in future investment funds we\nraise and investors in hedge funds or other investment funds might withdraw their investments as a result of poor performance of the investment funds in which they are invested.\nInvestors and potential investors in our funds continually assess our investment funds’ performance, and our ability to raise capital for existing and future investment funds and\navoid excessive redemption levels will depend on our investment funds’ continued satisfactory performance. Accordingly, poor fund performance may deter future investment in\nour funds and thereby decrease the capital invested in our funds and ultimately, our management fee revenue. Alternatively, in the face of poor fund performance, investors could\ndemand lower fees or fee concessions for existing or future funds which would likewise decrease our revenue.\nFurthermore, from time to time, we may pursue new or different investment strategies and expand into geographic markets and businesses that may not perform as\nexpected and result in poor performance by us and our investment funds. In addition to the risk of poor performance, such activity may subject us to a number of risks and\nuncertainties, including risks associated with (a) the possibility that we have insufficient expertise to engage in such activities profitably or without incurring inappropriate amounts\nof risk, (b) the diversion of management’s attention from our core businesses, (c) known or unknown contingent liabilities, which could result in unforeseen losses for us and our\nfunds, (d) the disruption of ongoing businesses and (e) compliance with additional regulatory requirements.\nThe historical returns attributable to our funds should not be considered as indicative of the future results of our funds or of our future results or of any returns\nexpected on an investment in common stock.\nThe historical and potential future returns of the investment funds that we manage are not directly linked to returns on our common stock. Therefore, any continued positive\nperformance of the investment funds that we manage will not necessarily result in positive returns on an investment in our common stock. However, poor performance of the\ninvestment funds that we manage would cause a decline in our revenue from such investment funds, and would therefore have a negative effect on our performance and in all\nlikelihood the returns on an investment in our common stock. Moreover, with respect to the historical returns of our investment funds:\n \n \n•\n \nwe may create new funds in the future that reflect a different asset mix and different investment strategies (including funds whose management fees represent a\nmore 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,\nand any such new funds could have different returns from our existing or previous funds,\n \n•\n \nthe 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\nultimate value realized from those funds’ investments,\n \n•\n \ncompetition for investment opportunities resulting from, among other things, the increased amount of capital invested in alternative investment funds continues to\nincrease,\n \n•\n \nour investment funds’ returns in some years benefited from investment opportunities and general market conditions that may not repeat themselves, our current or\nfuture investment funds might not be able to avail themselves of comparable investment opportunities or market conditions, and the circumstances under which our\ncurrent or future funds may make future investments may differ significantly from those conditions prevailing in the past,\n \n53\n \n•\n \nnewly established funds may generate lower returns during the period in which they initially deploy their capital and\n \n•\n \nthe 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\nbeyond our control, including changes in laws.\nThe 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\nfunds as a whole. In addition, future returns will be affected by the applicable risks described elsewhere in this Annual Report on Form 10-K, including risks of the industries and\nbusinesses in which a particular fund invests.\nCertain policies and procedures implemented to mitigate potential conflicts of interest and address certain regulatory requirements may reduce the synergies across\nour various businesses.\nBecause 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\nand 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. To\nmitigate these conflicts and address regulatory, legal and contractual requirements across our various businesses, we have implemented certain policies and procedures (for\nexample, information walls) that may reduce the positive synergies that we cultivate across these businesses for purposes of identifying and managing attractive investments. For\nexample, certain regulatory requirements require us to restrict access by certain personnel in our funds to information about certain transactions or investments being considered\nor made by those funds. In addition, we may come into possession of confidential or material non-public information with respect to issuers in which we may be considering\nmaking an investment or issuers in which our affiliates may hold an interest. As a consequence of such policies and procedures, we may be precluded from providing such\ninformation or other ideas to our other businesses even where it might be of benefit to them.\nOur failure to deal appropriately with conflicts of interest in our investment business could damage our reputation and adversely affect our businesses.\nAs we have expanded, and continue to expand, the number and scope of our businesses, we increasingly confront potential conflicts of interest relating to our funds’\ninvestment activities. Investment manager conflicts of interest continue to be a significant area of focus for regulators and the media. Because of our size and the variety of\nbusinesses and investment strategies that we pursue, we may face a higher degree of scrutiny compared with investment managers that are smaller or focus on fewer asset\nclasses. Certain of our funds may have overlapping investment objectives, including funds that have different fee structures and/or investment strategies that are more narrowly\nfocused. Potential conflicts may arise with respect to allocation of investment opportunities among us, our funds and our affiliates, including to the extent that the fund documents\ndo not mandate a specific investment allocation. For example, we may allocate an investment opportunity that is appropriate for two or more investment funds in a manner that\nexcludes one or more funds or results in a disproportionate allocation based on factors or criteria that we determine, such as sourcing of the transaction, specific nature of the\ninvestment or size and type of the investment, among other factors. We may also decide to provide a co-investment opportunity to certain investors in lieu of allocating more of\nthat investment to our funds. Moreover, the challenge of allocating investment opportunities to certain funds may be exacerbated as we expand our business to include more lines\nof business, including more public vehicles. Allocating investment opportunities appropriately frequently involves significant and subjective judgments. The risk that fund investors\nor regulators could challenge allocation decisions as inconsistent with our obligations under applicable law, governing fund agreements or our own policies cannot be eliminated.\nIn addition, the perception of non-compliance with such requirements or policies could harm our reputation with fund investors.\n \n54\n\n\nWe may also cause different funds to invest in a single portfolio company, for example where the fund that made an initial investment no longer has capital available to\ninvest. We may also cause different funds that we manage to purchase different classes of securities in the same portfolio company. For example, one of our CLO funds could\nacquire a debt security issued by the same company in which one of our private equity funds owns common equity securities. A direct conflict of interest could arise between the\ndebt holders and the equity holders if such a company were to develop insolvency concerns, and we would have to carefully manage that conflict. A decision to acquire material\nnon-public information about a company while pursuing an investment opportunity for a particular fund gives rise to a potential conflict of interest when it results in our having to\nrestrict the ability of other funds to take any action with respect to that company. Our affiliates or portfolio companies may be service providers or counterparties to our funds or\nportfolio companies and receive fees or other compensation for services that are not shared with our fund investors. In such instances, we may be incentivized to cause our funds\nor portfolio companies to purchase such services from our affiliates or portfolio companies rather than an unaffiliated service provider despite the fact that a third-party service\nprovider could potentially provide higher quality services or offer them at a lower cost. In addition, conflicts of interest may exist in the valuation of our investments, as well as the\npersonal trading of employees and the allocation of fees and expenses among us, our funds and their portfolio companies, and our affiliates. Lastly, in certain, infrequent instances\nwe 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,\npricing and timing of such investments and the ultimate disposition of such investments. A failure to appropriately deal with these, among other, conflicts, could negatively impact\nour reputation and ability to raise additional funds or result in potential litigation or regulatory action against us. Further, rules recently issued by the SEC and other measures it\ntakes to preclude or limit certain conflicts of interest may make it more difficult for our funds to pursue transactions that may otherwise be attractive to the fund and its investors,\nwhich may adversely impact fund performance.\nConflicts of interest may arise in our allocation of co-investment opportunities.\nPotential conflicts will arise with respect to our decisions regarding how to allocate co-investment opportunities among investors and the terms of any such co-investments.\nAs a general matter, our allocation of co-investment opportunities is within our discretion and there can be no assurance that co-investment opportunities of any particular type or\namount will become available to any of our investors. We may take into account a variety of factors and considerations we deem relevant in allocating co-investment\nopportunities, including, without limitation, whether a potential co-investor has expressed an interest in evaluating co-investment opportunities, our assessment of a potential co-\ninvestor’s ability to invest an amount of capital that fits the needs of the investment and our assessment of a potential co-investor’s ability to commit to a co-investment opportunity\nwithin the required timeframe of the particular transaction.\nOur fund documents typically do not mandate specific allocations with respect to co-investments. The investment advisers of our funds may have an incentive to provide\npotential co-investment opportunities to certain investors in lieu of others and/or in lieu of an allocation to our funds, including, for example, as part of an investor’s overall strategic\nrelationship with us, or if such allocations are expected to generate relatively greater fees or Performance Allocations to us than would arise if such co-investment opportunities\nwere allocated otherwise. Co-investment arrangements may be structured through one or more of our investment vehicles, and in such circumstances co-investors will generally\nbear the costs and expenses thereof (which may lead to conflicts of interest regarding the allocation of costs and expenses between such co-investors and investors in our funds).\nThe terms of any such existing and future co-investment vehicles may differ materially, and in some instances may be more favorable to us, than the terms of certain of our funds\nor prior co-investment vehicles, and such different terms may create an incentive for us to allocate a greater or lesser percentage of an investment opportunity to such co-\ninvestment vehicles. There can be no assurance that any conflicts of interest will be resolved in favor of any particular investment funds or investors (including any applicable co-\ninvestors). As with our investment allocation decisions generally, there is a risk that regulators and/or investors could challenge our allocations of co-investment opportunities or\nfees and expenses.\n \n55\nValuation methodologies for certain assets in our funds can be subject to a significant degree of subjectivity and judgment, and the fair value of assets established\npursuant to such methodologies may never be realized, which could result in significant losses for our funds and the reduction of Management Fees and/or\nPerformance Revenues.\nOur investment funds make investments in illiquid investments or financial instruments for which there is little, if any, market activity. We determine the value of such\ninvestments and financial instruments on at least a quarterly basis based on the fair value of such investments as determined in accordance with GAAP. The fair value of such\ninvestments and financial instruments is generally determined using a primary methodology and corroborated by a secondary methodology. Methodologies are used on a\nconsistent basis and described in Blackstone’s and the investment funds’ valuation policies and governing agreements.\nThe determination of fair value using these methodologies takes into consideration a range of factors including, but not limited to, the price at which the investment was\nacquired, the nature of the investment, local market conditions, trading values on public exchanges for comparable securities, current and projected operating performance and\nfinancing transactions subsequent to the acquisition of the investment. These valuation methodologies involve a significant degree of subjective management judgment. For\nexample, as to investments that we share with another sponsor, we may apply a different valuation methodology or factors or derive a different value than such other sponsor on\nthe same investment. In addition, the valuations of our private investments may at times differ significantly from the valuations of publicly traded companies in similar sectors or\nwith similar business models.\nFor example, valuations of our private investments do not have an observable market price and may take into account certain long-term financial projections or estimates,\nincluding those prepared by the management of a portfolio company or other investment. Such projections or estimates may not materialize and are based on significant\njudgments and assumptions at the time they are developed and may not be available to the public. Valuations of publicly traded companies, on the other hand, are based on the\nobservable price in the reference market which are generally subject to a higher degree of market volatility. These differences, and the potential exercise of our subjective\njudgment, might cause some investors and/or regulators to question our valuations or methodologies. There can be no assurance that our policies will address all necessary\nvaluation factors or completely eliminate potential conflicts of interest in such determinations. The SEC continues to focus on issues related to valuation of private funds, including\nconsistent application of the methodology, disclosure, and conflicts of interest, in its enforcement, examination, and rulemaking activities. Further, variation in the underlying\nassumptions, estimates, methodologies and/or judgments we use in the determination of the value of certain investments and financial instruments could potentially produce\nmaterially different results. Valuation methodologies may also change from time to time. See “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and\nResults of Operation — Critical Accounting Policies” for an overview of our fair value policy and the significant judgment required in the application thereof.\nBecause there is significant uncertainty in the valuation of, or in the stability of the value of illiquid investments, the fair values of such investments as reflected in an\ninvestment fund’s net asset value do not necessarily reflect the prices that would actually be obtained by us on behalf of the investment fund when such investments are realized.\nRealizations at values lower than the values at which investments have been reflected in prior fund net asset values would result in reduced gains or losses for the applicable\nfund, a decline in certain asset management fees and the reduction in potential Performance Revenues. Changes in values of investments from quarter to quarter may result in\nvolatility in our investment funds’ net asset value, our investment in, or fees from, those funds and the results of operations and cash flow that we report from period to period.\nFurther, a situation where asset values turn out to be materially different than values reflected in prior fund net asset values could cause investors to lose confidence in us, which\nwould in turn result in difficulty in raising additional funds or redemptions from funds where investors hold redemption rights.\n \n56\nOur use of borrowings to finance our business exposes us to risks.\nWe use borrowings to finance our business operations as a public company. We have numerous outstanding notes with various maturity dates as well as a revolving credit\nfacility that matures on December 15, 2028. See “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Liquidity and Capital\nResources — Sources and Uses of Liquidity” for further information regarding our outstanding borrowings. As borrowings under the credit facility and our outstanding notes\nmature, we will be required to refinance or repay such borrowings. In order to do so, we may enter into a new facility or issue new notes, each of which could result in higher\nborrowing costs. We may also issue equity, which would dilute existing stockholders. Further, we may choose to repay such borrowings using cash on hand, cash provided by our\ncontinuing operations or cash from the sale of our assets, each of which could reduce the amount of cash available to facilitate the growth and expansion of our businesses, make\nrepurchases under our share repurchase program and pay dividends to our stockholders, operating expenses and other obligations as they arise. In order to obtain new\nborrowings, 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\nfavorable terms or at all, and on our ability to access the debt and equity capital markets, which can be volatile. There is no guarantee that such financial institutions will continue\nto extend credit to us or that we will be able to access the capital markets to obtain new borrowings or refinance existing borrowings when they mature. In addition, the use of\nleverage to finance our business exposes us to the types of risk described in “— Dependence on significant leverage in investments by our funds could adversely affect our ability\nto achieve attractive rates of return on those investments.”\n \n57\nDependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return on those investments.\n\n\nMany of our funds’ investments rely heavily on the use of leverage, and our ability to achieve attractive rates of return on investments will depend on our ability to access\nsufficient sources of indebtedness at attractive rates. For example, in many private equity and real estate investments, indebtedness may constitute as much as 70% or more of a\nportfolio company’s or real estate asset’s total debt and equity capitalization, including debt that may be incurred in connection with the investment. The absence of available\nsources of sufficient senior debt financing for extended periods of time could therefore materially and adversely affect our private equity and real estate businesses. Furthermore,\nlimits on the deductibility of corporate interest expense could make it more costly to use debt financing for our acquisitions or otherwise have an adverse impact on the cost\nstructure of our transactions, and could therefore adversely affect the returns on our funds’ investments. See “— Changes in U.S. and foreign taxation of businesses and other tax\nlaws, regulations or treaties or an adverse interpretation of these items by tax authorities could adversely affect us, including by adversely impacting our effective tax rate and tax\nliability.”\nIn addition, an increase in either the general levels of interest rates or in the risk spread demanded by sources of indebtedness would make it more expensive to finance\nthose businesses’ investments. See “— High interest rates and challenging debt market conditions have negatively impacted and could continue to negatively impact the values\nof certain assets or investments and the ability of our funds and their portfolio companies to access the capital markets, which could adversely affect investment and realization\nopportunities, lead to lower-yielding investments and potentially decrease our net income.”\nInvestments in highly leveraged entities are inherently more sensitive to declines in revenues, increases in expenses and interest rates and adverse economic, market and\nindustry developments. The incurrence of a significant amount of indebtedness by an entity could, among other things:\n \n \n•\n \ngive 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\nconditions to the extent additional cash is needed for the response, to make unplanned but necessary capital expenditures or to take advantage of growth\nopportunities,\n \n•\n \nlimit 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\ndebt,\n \n•\n \nallow 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\nand a loss of part or all of the equity investment in it,\n \n•\n \nlimit the entity’s ability to engage in strategic acquisitions that might be necessary to generate attractive returns or further growth and\n \n•\n \nlimit the entity’s ability to obtain additional financing or increase the cost of obtaining such financing, including for capital expenditures, working capital or general\ncorporate purposes.\nAs a result, the risk of loss associated with a leveraged entity is generally greater than for companies with comparatively less debt.\nWhen our funds’ existing portfolio investments reach the point when debt incurred to finance those investments matures in significant amounts and must be either repaid or\nrefinanced, those investments may materially suffer if they have generated insufficient cash flow to repay maturing debt and there is insufficient capacity and availability in the\nfinancing markets to permit them to refinance maturing debt on satisfactory terms, or at all. If a limited availability of financing for such purposes were to persist for an extended\nperiod of time, when significant amounts of the debt incurred to finance our private equity and real estate funds’ existing portfolio investments came due, these funds could be\nmaterially and adversely affected.\n \n58\nMany of the hedge funds in which our funds of hedge funds invest, our credit-focused funds and or CLOs, may choose to use leverage as part of their respective investment\nprograms and regularly borrow a substantial amount of their capital. The use of leverage poses a significant degree of risk and enhances the possibility of a significant loss in the\nvalue of the investment portfolio. A fund may borrow money from time to time to purchase or carry securities or may enter into derivative transactions (such as total return swaps)\nwith counterparties that have embedded leverage. The interest expense and other costs incurred in connection with such borrowing may not be recovered by appreciation in the\nsecurities purchased or carried and will be lost — and the timing and magnitude of such losses may be accelerated or exacerbated — in the event of a decline in the market value\nof such securities. Gains realized with borrowed funds may cause the fund’s net asset value to increase at a faster rate than would be the case without borrowings. However, if\ninvestment results fail to cover the cost of borrowings, the fund’s net asset value could also decrease faster than if there had been no borrowings.\nAny of the foregoing circumstances could have a material adverse effect on our financial condition, results of operations and cash flow.\nThe due diligence process that we undertake in connection with investments by our investment funds may not reveal all facts and issues that may be relevant in\nconnection with an investment.\nWhen evaluating a potential business or asset for investment, we conduct due diligence that we deem reasonable and appropriate based on the facts and circumstances\napplicable to such investment. When conducting due diligence, we may be required to evaluate important and complex issues, including but not limited to those related to\nbusiness, financial, credit risk, tax, accounting, ESG, legal and regulatory and macroeconomic trends. With respect to ESG, the nature and scope of our diligence will vary based\non the investment, but may include a review of, among other things: energy management, air and water pollution, land contamination, human capital management, human rights,\nemployee health and safety, accounting standards and bribery and corruption. Selecting and evaluating such factors is subjective by nature, and there is no guarantee that the\ncriteria utilized or judgment exercised by Blackstone or a third-party specialist (if any) will reflect the policies or preferred practices of any particular investor or align with the\npractices of other asset managers or with market trends. The materiality of various risks and impact of such risks on an individual potential investment or portfolio as a whole\ndepend on many factors, including the relevant industry, geography and asset class and the nature of the investment. Outside consultants, legal advisers, accountants and\ninvestment banks may be involved in the due diligence process in varying degrees depending on the type of investment. The due diligence investigation that we will carry out with\nrespect to any investment opportunity may not reveal or highlight all relevant facts (including fraud) or risks that may be necessary or helpful in evaluating such investment\nopportunity and we may not identify or foresee future developments that could have a material adverse effect on an investment, including, for example, potential factors, such as\ntechnological disruption of a specific company or asset, or an entire industry.\nFurther, some matters covered by our diligence, such as ESG, are continuously evolving and we may not accurately or fully anticipate such evolution. The framework we\nmay use to evaluate certain diligence considerations may not represent a universally recognized standard for assessing such considerations. For example, AIFMD requires us to\nidentify, measure, manage and monitor sustainability risks relevant to the funds managed by our EU AIFMs and take into account sustainability risks when performing investment\ndue diligence. Such requirements may make our funds less attractive to investors, and any non-compliance with such requirements may subject us to regulatory action. In\naddition, when conducting due diligence on investments, including with respect to investments made by our funds of hedge funds in third-party hedge funds, we rely on the\nresources available to us and information supplied by third parties, including information provided by the target of the investment (or, in the case of investments in a third-party\nhedge fund, information provided by such hedge fund or its service providers). The information we receive from third parties may not be accurate or complete and therefore we\nmay not have all the relevant facts and information necessary to properly assess and monitor our funds’ investment.\n \n59\nWe may be unable to consummate or successfully integrate development opportunities, acquisitions or joint ventures that we pursue.\nWe may from time to time seek to engage in selective development or acquisition of asset management businesses or other businesses complementary to our business\nwhere we think we can add substantial value or generate substantial returns. We may not be able to identify or consummate such opportunities, including due to competition for\nsuch opportunities, our ability to accurately value such opportunities and the need to negotiate acceptable terms, and obtain requisite approvals and licenses from the relevant\ngovernmental authorities, for such opportunities. Moreover, even if we are able to identify and successfully complete an acquisition, we may encounter unexpected difficulties or\nincur unexpected costs associated with integrating and overseeing the operations of the new businesses.\nWe and our affiliates from time to time are required to report specified dealings or transactions involving Iran or other sanctioned individuals or entities.\nThe Iran Threat Reduction and Syria Human Rights Act of 2012 (“ITRA”) requires companies subject to SEC reporting obligations under Section 13 of the Exchange Act to\ndisclose in their periodic reports specified dealings or transactions involving Iran or other individuals and entities targeted by certain OFAC sanctions, including, by way of\nexample, the Russian Federal Security Service, engaged in by the reporting company or any of its affiliates during the period covered by the relevant periodic report. In some\ncases, ITRA requires companies to disclose these types of transactions even if they were permissible under U.S. law. Companies that currently may be or may have been at the\ntime considered our affiliates have from time to time publicly filed and/or provided to us the disclosures reproduced on Exhibit 99.1 of our Quarterly Reports as well as Exhibit 99.1\nof this annual report, which disclosure is hereby incorporated by reference herein. We do not independently verify or participate in the preparation of these disclosures. We are\nrequired to separately file with the SEC a notice when such activities have been disclosed in this report, and the SEC is required to post such notice of disclosure on its website\nand send the report to the President and certain U.S. Congressional committees. The President thereafter is required to initiate an investigation and, within 180 days of initiating\nsuch an investigation, determine whether sanctions should be imposed. Disclosure of such activity, even if such activity is not subject to sanctions under applicable law, and any\nsanctions 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\nany such activities as required could additionally result in fines or penalties.\n\n\nOur asset management activities involve investments in relatively illiquid assets, and we may fail to realize any profits from these activities for a considerable period\nof time.\nMany of our investment funds invest in securities that are not publicly traded. In many cases, our investment funds may be prohibited by contract or by applicable securities\nlaws from selling such securities for a period of time. Our investment funds will generally not be able to sell these securities publicly unless their sale is registered under applicable\nsecurities laws, or unless an exemption from such registration is available. The ability of many of our investment funds, particularly our private equity funds, to dispose of\ninvestments is heavily dependent on the public equity markets. For example, the ability to realize any value from an investment may depend upon the ability to complete an initial\npublic offering of the portfolio company in which such investment is held. Even if the securities are publicly traded, large holdings of securities can often be disposed of only over a\nsubstantial length of time, exposing the investment returns to risks of downward movement in market prices during the intended disposition period. Moreover, because the\ninvestment strategy of many of our funds, particularly our private equity and real estate funds, often entails our having representation on our funds’ public portfolio company\nboards, our\n \n60\nfunds may be restricted in their ability to effect such sales during certain time periods. Accordingly, under certain conditions, our investment funds may be forced to either sell\nsecurities at lower prices than they had expected to realize or defer — potentially for a considerable period of time — sales that they had planned to make.\nWe make investments in companies that are based outside of the United States, which may expose us to additional risks not typically associated with investing in\ncompanies that are based in the United States.\nMany of our investment funds invest a significant portion of their assets in the equity, debt, loans or other securities of issuers located outside the United States. International\ninvestments have increased and we expect will continue to increase as a proportion of certain of our funds’ portfolios in the future. Investments in non-U.S. securities involve\ncertain factors not typically associated with investing in U.S. securities, including risks relating to:\n \n \n•\n \ncurrency exchange matters, including fluctuations in currency exchange rates and costs associated with conversion of investment principal and income from one\ncurrency into another,\n \n•\n \nless developed or efficient financial markets than in the United States, which may lead to potential price volatility and relative illiquidity,\n \n•\n \nthe absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less government supervision and\nregulation,\n \n•\n \nchanges in laws or clarifications to existing laws that could impact our tax treaty positions, which could adversely impact the returns on our investments,\n \n•\n \na less developed legal or regulatory environment, differences in the legal and regulatory environment or enhanced legal and regulatory compliance,\n \n•\n \nheightened exposure to corruption risk in certain non-U.S. markets,\n \n•\n \npolitical hostility to investments by foreign or private equity investors,\n \n•\n \nreliance on a more limited number of commodity inputs, service providers and/or distribution mechanisms,\n \n•\n \nmore volatile or challenging market or economic conditions, including higher rates of inflation,\n \n•\n \nhigher transaction costs,\n \n•\n \ndifficulty in enforcing contractual obligations,\n \n•\n \nfewer investor protections and less publicly available information about companies,\n \n•\n \ncertain economic and political risks, including potential exchange control regulations and restrictions on our non-U.S. investments and repatriation of profits on\ninvestments or of capital invested, the risks of war, terrorist attacks, political, economic or social instability, the possibility of expropriation or confiscatory taxation\nand adverse economic and political developments and\n \n•\n \nthe possible imposition of non-U.S. taxes or withholding on income and gains recognized with respect to such securities.\nIn addition, investments in companies that are based outside of the United States may be negatively impacted by restrictions on international trade or the recent or potential\nfurther imposition of tariffs. See “— Trade negotiations and related government actions may create regulatory uncertainty for our funds’ portfolio companies and our investment\nstrategies and adversely affect the profitability of our funds’ portfolio companies.”\n \n61\nWe may not have sufficient cash to pay back “clawback” obligations if and when they are triggered under the governing agreements with our investors.\nIn certain circumstances, at the end of the life of a carry fund (and earlier with respect to certain of our funds), we may be obligated to repay the amount by which\nPerformance Allocations that were previously distributed to us exceed the amounts to which the relevant general partner is ultimately entitled on an after-tax basis. This includes\nsituations in which the general partner receives in excess of the relevant Performance Allocations applicable to the fund as applied to the fund’s cumulative net profits over the life\nof the fund or, in some cases, the fund has not achieved investment returns that exceed the preferred return threshold. This obligation is known as a “clawback” obligation and is\nan obligation of any person who received such Performance Allocations, including us and other participants in our Performance Allocations plans. Although a portion of any\ndividends by us to our stockholders may include any Performance Allocations received by us, we do not intend to seek fulfillment of any clawback obligation by seeking to have\nour stockholders return any portion of such dividends attributable to Performance Allocations associated with any clawback obligation. To the extent we are required to fulfill a\nclawback obligation, however, our board of directors may determine to decrease the amount of our dividends to our stockholders. The clawback obligation operates with respect to\na given carry fund’s own net investment performance only and performance of other funds are not netted for determining this contingent obligation.\nAdverse economic conditions may increase the likelihood that one or more of our carry funds may be subject to clawback obligations. To the extent one or more clawback\nobligations were to occur for any one or more carry funds, we might not have available cash at the time such clawback obligation is triggered to repay the Performance Allocations\nand satisfy such obligation. If we were unable to repay such Performance Allocations, we would be in breach of the governing agreements with our investors and could be subject\nto liability. Moreover, although a clawback obligation is several, the governing agreements of most of our funds provide that to the extent another recipient of Performance\nAllocations (such as a current or former employee) does not fund his or her respective share, then we and our employees who participate in such Performance Allocations plans\nmay have to fund additional amounts (generally an additional 50-70% beyond our pro-rata share of such obligations) beyond what we actually received in Performance\nAllocations. Although we retain the right to pursue any remedies that we have under such governing agreements against those Performance Allocations recipients who fail to fund\ntheir obligations, we may not be successful in recovering such amounts.\nInvestors in a number of our vehicles may withdraw their investments, and investors in certain of our vehicles may have a right to terminate our management of, or\ncause the dissolution of, such vehicles, which would lead to a decrease in our revenues.\nWe have a number of vehicles that permit investors in such vehicles to withdraw their investments and/or terminate our management of such capital, as applicable and in\ncertain cases, subject to certain limitations. Investors in our hedge funds may generally redeem their investments on a periodic basis following, in certain cases, the expiration of\na specified period of time when capital may not be withdrawn, subject to the applicable fund’s specific redemption provisions. In addition, in certain other open-ended and/or\nperpetual capital vehicles, including certain of our investment vehicles that are available to individual investors, such as BREIT, BCRED and BXPE, investors may request\nredemptions or repurchases of their interests on a periodic basis, subject to certain limitations. During periods of market volatility, investor subscriptions to such vehicles are likely\nto be reduced, and investor redemption or repurchase requests are likely to be elevated, which may negatively impact the fees we earn from such vehicles. In a declining market,\nour liquid or semi-liquid vehicles have and may continue to\n \n62\nexperience declines in value, which may be provoked and/or exacerbated by margin calls and forced selling of assets. Investors may also seek to redeem their interests due to\nchanges in interest rates that make other investments more attractive, rebalancing of their asset allocations, changes in investor perception of us and our reputation, unhappiness\nwith a fund’s performance or investment strategy, departures or changes in responsibilities of key investment professionals, and liquidity needs.\nTo the extent appropriate and permissible under a vehicle’s constituent documents, we have previously and may in the future limit or prorate redemptions or repurchases in\nsuch vehicle for a period of time. This may subject us to reputational harm, make such vehicles less attractive to investors in the future and negatively impact future subscriptions\nto such vehicles. This could have a material adverse effect on the revenues we derive from such vehicles. For example, market volatility drove a material increase in BREIT\nrepurchase requests beginning in late 2022, and pursuant to the terms of the vehicle, BREIT began to prorate such requests beginning in November 2022. BREIT inflows also\nmaterially declined after proration was announced, which led to net outflows in BREIT. The inclusion of redemption features in investment vehicles creates heightened risk of\noperational error, including with respect to the calculation of net asset values, which could expose us to increased risk of litigation, regulatory action and reputational damage.\n\n\nIn addition, we currently manage a significant portion of investor assets through separately managed accounts whereby we earn management and/or incentive fees, and we\nintend to continue to seek additional separately managed account mandates. The investment management agreements we enter into in connection with managing separately\nmanaged accounts on behalf of certain clients may be terminated by such clients on as little as 30 days’ prior written notice. In addition, the boards of directors of the investment\nmanagement companies we manage could terminate our advisory engagement of those companies, on as little as 30 days’ prior written notice. In the case of any such\nterminations, the management and incentive fees we earn in connection with managing such account or company would immediately cease, which could result in a significant\nadverse impact on our revenues.\nThe governing agreements of many of our investment funds provide that, subject to certain conditions, third-party investors in those funds have the right to remove the\ngeneral partner of the fund or to accelerate the termination date of the investment fund without cause by a majority or supermajority vote, resulting in a reduction in management\nfees we would earn from such investment funds and a significant reduction in the amounts of Performance Revenues from those funds. Performance Revenues could be\nsignificantly reduced as a result of our inability to maximize the value of investments by an investment fund during the liquidation process or in the event of the triggering of a\n“clawback” obligation or a recoupment of loss carry forward amounts. In addition, the governing agreements of our investment funds provide that in the event certain “key\npersons” in our investment funds do not meet specified time commitments with regard to managing the fund, then investors in certain funds have the right to vote to terminate the\ninvestment period by a specified percentage (including, in certain cases, a simple majority) vote in accordance with specified procedures, accelerate the withdrawal of their\ncapital on an investor-by-investor basis, or the fund’s investment period will automatically terminate and a specified percentage (including, in certain cases, a simple majority)\nvote of investors is required to restart it. In addition, the governing agreements of some of our investment funds provide that investors have the right to terminate, for any reason,\nthe investment period by a vote of 75% of the investors in such fund. In addition to having a significant negative impact on our revenue, net income and cash flow, the occurrence\nof such an event with respect to any of our investment funds would likely result in significant reputational damage to us.\nIn addition, because our investment funds have advisers that are registered under the Advisers Act, an “assignment” of the management agreements of our investment funds\n(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\n \n63\ninvestment fund, which may require investor consent. We cannot be certain that consents required for assignments of our investment management agreements will be obtained if\na change of control occurs, which could result in the termination of such agreements and the corresponding loss of revenue. In addition, with respect to our 1940 Act registered\nfunds, the continuance of each investment fund’s investment management agreement generally must be approved annually by the fund’s board of directors, including\nindependent members of such fund’s board of directors and, in certain cases, by its stockholders, as required by law. Termination of these agreements would cause us to lose the\nfees we earn from such investment funds.\nThird-party investors in our investment funds with commitment-based structures may not satisfy their contractual obligation to fund capital calls when requested by\nus, which could adversely affect a fund’s operations and performance.\nInvestors in all of our carry funds (and certain of our hedge funds) make capital commitments to those funds that we are entitled to call from those investors at any time\nduring prescribed periods. We depend on investors fulfilling their commitments when we call capital from them in order for those funds to consummate investments and otherwise\npay their obligations (for example, management fees) when due. A default by an investor may also limit a fund’s availability to incur borrowings and avail itself of what would\notherwise have been available credit. We have not had investors default on capital calls to any meaningful extent. Any investor that did not fund a capital call would generally be\nsubject to several possible penalties, including having a significant amount of its existing investment forfeited in that fund. However, the impact of the forfeiture penalty is directly\ncorrelated to the amount of capital previously invested by the investor in the fund and if an investor has invested little or no capital, for instance early in the life of the fund, then\nthe forfeiture penalty may not be as meaningful. Third-party investors in carry funds typically use distributions from prior investments to meet future capital calls. In cases where\nvaluations of investors’ existing investments fall and the pace of distributions slows, investors may be unable to make new commitments to third-party managed investment funds\nsuch as those advised by us. If investors were to fail to satisfy a significant amount of capital calls for any particular fund or funds, the operation and performance of those funds\ncould be materially and adversely affected.\nRisk management activities may adversely affect the return on our funds’ investments.\nWhen managing our exposure to market risks, we may (on our own behalf or on behalf of our funds) from time to time use forward contracts, options, swaps, caps, collars\nand floors or pursue other strategies or use other forms of derivative instruments to limit our exposure to changes in the relative values of investments that may result from market\ndevelopments, including changes in prevailing interest rates, currency exchange rates and commodity prices. The use of derivative financial instruments and other risk\nmanagement strategies may not be properly designed to hedge, manage or otherwise reduce the risks we have identified. In addition, we may not be able to identify, or may not\nhave fully identified, all applicable material market risks to which we are exposed. We may also choose not to hedge, in whole or in part, any of the risks that have been identified.\nThe success of any hedging or other derivatives transactions generally will depend on our ability to correctly predict market changes, the degree of correlation between price\nmovements of a derivative instrument, the position being hedged, the creditworthiness of the counterparty and other factors, some of which may be beyond our ability to hedge.\nAs a result, while we may enter into a transaction in order to reduce our exposure to market risks, the unintended market changes may result in poorer overall investment\nperformance than if it had not been executed. Such transactions may also limit the opportunity for gain if the value of a hedged position increases.\nWhile such hedging arrangements may reduce certain risks, such arrangements themselves may entail certain other risks. These arrangements may require the posting of\ncash 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\nreflect their underlying value. In addition, if our derivative counterparties or clearinghouses fail to meet their obligations with respect to the posting of cash collateral, our efforts to\nmitigate certain risks may be ineffective. Moreover, these hedging arrangements may generate significant transaction costs, including potential tax costs, that reduce the returns\ngenerated by a fund.\n \n64\nFinally, the regulation of derivatives and commodity interest transactions in the United States and other countries is a rapidly changing area of law and is subject to ongoing\nmodification by governmental and judicial action. Newly instituted and amended regulations could significantly increase the cost of entering into derivative contracts (including\nthrough requirements to post collateral, which could negatively impact available liquidity), materially alter the terms of derivative contracts, reduce the availability of derivatives to\nprotect against risks, reduce our ability to restructure our existing derivative contracts and increase our exposure to less creditworthy counterparties. Furthermore, the CFTC may\nin the future require certain foreign exchange products to be subject to mandatory clearing, which could increase the cost of entering into currency hedges.\nOur real estate funds are subject to the risks inherent in the ownership and operation of real estate and the construction and development of real estate.\nInvestments by our real estate funds will be subject to the risks inherent in the ownership and operation of real estate and real estate-related businesses and assets. Such\ninvestments are subject to the potential for deterioration of real estate fundamentals and the risk of adverse changes in local market and economic conditions, which may include\nchanges in supply of and demand for competing properties in an area, increases in interest rates and borrowing costs, fluctuations in the average occupancy and room rates for\nhotel properties, changes in demand for commercial office properties (including as a result of an increased prevalence of remote work), changes in the financial resources of\ntenants, defaults by borrowers or tenants, depressed travel activity, and the lack of availability of mortgage funds, which may render the sale or refinancing of properties difficult or\nimpracticable. In addition, investments in real estate and real estate-related businesses and assets may be subject to the risk of environmental liabilities, contingent liabilities upon\ndisposition of assets, casualty or condemnations losses, energy and supply shortages, natural disasters, climate change related risks (including climate- related transition risks\nand acute and chronic physical risks), acts of god, terrorist attacks, war and other events that are beyond our control, and various uninsured or uninsurable risks. Further,\ninvestments in real estate and real estate-related businesses and assets are subject to changes in law and regulation, including in respect of building, environmental and zoning\nlaws, rent control and other regulations impacting our residential real estate investments and changes to tax laws and regulations, including real property and income tax rates\nand the taxation of business entities and the deductibility of corporate interest expense. For example, we have seen an increasing focus toward rent regulation as a means to\naddress residential affordability caused by undersupply of housing in certain markets in the U.S. and Europe, which may contribute to adverse operating performance in certain\nparts of our residential real estate portfolio, including by moderating rent growth in certain geographies and markets. In addition, if our real estate funds acquire direct or indirect\ninterests in undeveloped land or underdeveloped real property, which may often be non-income producing, they will be subject to the risks normally associated with such assets\nand development activities, including risks relating to the availability and timely receipt of zoning and other regulatory or environmental approvals, the cost and timely completion\nof construction (including risks beyond the control of our fund, such as weather or labor conditions or material shortages) and the availability of both construction and permanent\nfinancing on favorable terms.\nCertain of our investment funds may invest in securities of companies that are experiencing significant financial or business difficulties, including companies\ninvolved in bankruptcy or other reorganization and liquidation proceedings. Such investments are subject to a greater risk of poor performance or loss.\nCertain of our investment funds, especially our credit-focused funds, may invest in business enterprises involved in work-outs, liquidations, spin-offs, reorganizations,\nbankruptcies and similar transactions and may purchase high-risk receivables. An investment in such business enterprises entails the risk that the transaction in which such\n\n\nbusiness enterprise is involved either will be unsuccessful, will take considerable time or will result in a distribution of cash or a new security the value of which will be less than\nthe purchase price to the fund of the\n \n65\nsecurity or other financial instrument in respect of which such distribution is received. In addition, if an anticipated transaction does not in fact occur, the fund may be required to\nsell its investment at a loss. Investments in troubled companies may also be adversely affected by U.S. federal and state laws relating to, among other things, fraudulent\nconveyances, voidable preferences, lender liability and a bankruptcy court’s discretionary power to disallow, subordinate or disenfranchise particular claims. Investments in\nsecurities and private claims of troubled companies made in connection with an attempt to influence a restructuring proposal or plan of reorganization in a bankruptcy case may\nalso involve substantial litigation. Because there is substantial uncertainty concerning the outcome of transactions involving financially troubled companies, there is a potential\nrisk of loss by a fund of its entire investment in such company. Moreover, a major economic recession could have a materially adverse impact on the value of such securities.\nAdverse publicity and investor perceptions, whether or not based on fundamental analysis, may also decrease the value and liquidity of securities rated below investment grade\nor otherwise adversely affect our reputation.\nIn addition, at least one federal Circuit Court has determined that an investment fund could be liable for ERISA Title IV pension obligations (including withdrawal liability\nincurred with respect to union multiemployer plans) of its portfolio companies, if such fund is a “trade or business” and the fund’s ownership interest in the portfolio company is\nsignificant enough to bring the investment fund within the portfolio company’s “controlled group.” While a number of cases have held that managing investments is not a “trade or\nbusiness” for tax purposes, the Circuit Court in this case concluded the investment fund could be a “trade or business” for ERISA purposes based on certain factors, including the\nfund’s level of involvement in the management of its portfolio companies and the nature of its management fee arrangements. Litigation related to the Circuit Court’s decision\nsuggests that additional factors may be relevant for purposes of determining whether an investment fund could face “controlled group” liability under ERISA, including the\nstructure of the investment and the nature of the fund’s relationship with other affiliated investors and co-investors in the portfolio company. Moreover, regardless of whether an\ninvestment fund is determined to be a “trade or business” for purposes of ERISA, a court might hold that one of the fund’s portfolio companies could become jointly and severally\nliable for another portfolio company’s unfunded pension liabilities pursuant to the ERISA “controlled group” rules, depending upon the relevant investment structures and\nownership interests as noted above.\nInvestments in energy, manufacturing, infrastructure, real estate and certain other assets may expose us to increased environmental liabilities that are inherent in\nthe ownership of real assets.\nOwnership of real assets in our funds or vehicles may increase our risk of direct and/or indirect liability under environmental laws that impose, regardless of fault, joint and\nseveral liability for the cost of remediating contamination and compensation for damages. In addition, changes in environmental laws or regulations (including climate change\ninitiatives) or the environmental condition of an investment may create liabilities that did not exist at the time of acquisition. Even in cases where we are indemnified by a seller\nagainst liabilities arising out of violations of environmental laws and regulations, there can be no assurance as to the financial viability of the seller to satisfy such indemnities or\nour ability to achieve enforcement of such indemnities. See “— Climate change, climate and sustainability-related regulation and sustainability concerns could adversely affect our\nbusinesses 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.”\nInvestments by our funds in the power and energy industries involve various operational, construction, regulatory and market risks.\nThe development, operation and maintenance of power and energy generation facilities involves many risks, including, as applicable, labor issues, start-up risks, breakdown\nor failure of facilities, lack of sufficient capital to maintain the facilities and the dependence on a specific fuel source. Power and energy generation facilities in which our funds\ninvest 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\ndroughts or wildfires, as well as the risk\n \n66\nof performance below expected levels of output, efficiency or reliability. The occurrence of any such items could result in lost revenues and/or increased expenses. In turn, such\ndevelopments could impair a portfolio company’s ability to repay its debt or conduct its operations. We may also choose or be required to decommission a power generation\nfacility or other asset. The decommissioning process could be protracted and result in the incurrence of significant financial and/or regulatory obligations or other uncertainties.\nOur power and energy sector portfolio companies may also face construction risks typical for power generation and related infrastructure businesses. Such developments\ncould result in substantial unanticipated delays or expenses and, under certain circumstances, could prevent completion of construction activities once undertaken. Delays in the\ncompletion of any power project may result in lost revenues or increased expenses, including higher operation and maintenance costs related to such portfolio company.\nThe power and energy sectors are the subject of substantial and complex laws, rules and regulation by various federal and state regulatory agencies. Failure to comply with\napplicable laws, rules and regulations could result in the prevention of operation of certain facilities or the prevention of the sale of such a facility to a third party, as well as the\nloss of certain rate authority, refund liability, penalties and other remedies, all of which could result in additional costs to a portfolio company and adversely affect the investment\nresults. In addition, the increased scrutiny placed by regulators, elected officials and certain investors with respect to the incorporation of ESG factors in the investment process\nand the impact of certain investments made by our energy funds has negatively impacted and is likely to continue to negatively impact our ability to exit certain of our conventional\nenergy investments on favorable terms. The current administration has focused on climate change policies and has re-joined the Paris Agreement, which includes commitments\nfrom countries to reduce their greenhouse gas emissions, among other commitments. Legislative efforts by the administration or the U.S. Congress to place additional limitations\non coal and gas electric generation, mining and/or exploration could adversely affect our conventional energy investments. Conversely, certain investors have raised concerns as\nto whether the incorporation of ESG factors in the investment and portfolio management process may be inconsistent with the fiduciary duty to maximize returns for investors,\nwhich may result in such investors calling into question certain non-conventional energy investments made by our energy funds.\nIn addition, the performance of the investments made by our credit and equity funds in the energy and natural resources markets are also subject to a high degree of market\nrisk, as such investments are likely to be directly or indirectly substantially dependent upon prevailing prices of oil, natural gas and other commodities. Oil and natural gas prices\nare subject to wide fluctuation in response to factors beyond the control of us or our funds’ portfolio companies, including relatively minor changes in the supply and demand for\noil and natural gas, market uncertainty, the level of consumer product demand, weather conditions, climate change initiatives, governmental regulation (including with respect to\ntrade and economic sanctions), the price and availability of alternative fuels, political and economic conditions in oil producing countries, foreign supply of such commodities and\noverall domestic and foreign economic conditions. These factors make it difficult to predict future commodity price movements with any certainty.\nOur investments in infrastructure assets may expose us to increased risks that are inherent in the ownership of real assets.\nInvestments in infrastructure assets may expose us to increased risks that are inherent in the ownership of real assets. For example,\n \n \n•\n \nOwnership of infrastructure assets may present risk of liability for personal and property injury or impose significant operating challenges and costs with respect to,\nfor example, compliance with zoning, environmental or other applicable laws.\n \n67\n \n•\n \nInfrastructure asset investments may face construction risks including, without limitation: (a) labor disputes, shortages of material and skilled labor, or work\nstoppages, (b) slower than projected construction progress and the unavailability or late delivery of necessary equipment, (c) less than optimal coordination with\npublic utilities in the relocation of their facilities, (d) adverse weather conditions and unexpected construction conditions, (e) accidents or the breakdown or failure of\nconstruction equipment or processes, and (f) catastrophic events such as explosions, fires, terrorist attacks and other similar events. These risks could result in\nsubstantial unanticipated delays or expenses (which may exceed expected or forecasted budgets) and, under certain circumstances, could prevent completion of\nconstruction activities once undertaken. Certain infrastructure asset investments may remain in construction phases for a prolonged period and, accordingly, may\nnot be cash generative for a prolonged period. Recourse against the contractor may be subject to liability caps or may be subject to default or insolvency on the part\nof the contractor.\n \n•\n \nThe operation of infrastructure assets is exposed to potential unplanned interruptions caused by significant catastrophic or force majeure events. These risks could,\namong other effects, adversely impact the cash flows available from investments in infrastructure assets, cause personal injury or loss of life, damage property, or\ninstigate disruptions of service. In addition, the cost of repairing or replacing damaged assets could be considerable. Repeated or prolonged service interruptions\nmay result in permanent loss of customers, litigation, or penalties for regulatory or contractual non-compliance. Force majeure events that are incapable of, or too\ncostly to, cure may also have a permanent adverse effect on an investment.\n\n\n \n•\n \nThe management of the business or operations of an infrastructure asset may be contracted to a third-party management company unaffiliated with us. Although it\nwould be possible to replace any such operator, the failure of such an operator to adequately perform its duties or to act in ways that are in our best interest, or the\nbreach by an operator of applicable agreements or laws, rules and regulations, could have an adverse effect on the investment’s financial condition or results of\noperations. Infrastructure investments may involve the subcontracting of design and construction activities in respect of projects, and as a result our investments are\nsubject to the risks that contractual provisions passing liabilities to a subcontractor could be ineffective, the subcontractor fails to perform services which it has\nagreed to perform and the subcontractor becomes insolvent.\nInfrastructure investments often involve an ongoing commitment to a municipal, state, federal or foreign government or regulatory agencies. The nature of these obligations\nexposes us to a higher level of regulatory control than typically imposed on other businesses and may require us to rely on complex government licenses, concessions, leases or\ncontracts, which may be difficult to obtain or maintain. Infrastructure investments may require operators to manage such investments and such operators’ failure to comply with\nlaws, including prohibitions against bribing of government officials, may adversely affect the value of such investments and cause us serious reputational and legal harm.\nRevenues for such investments may rely on contractual agreements for the provision of services with a limited number of counterparties, and are consequently subject to\ncounterparty default risk. The operations and cash flow of infrastructure investments are also more sensitive to inflation and, in certain cases, commodity price risk. Furthermore,\nservices provided by infrastructure investments may be subject to rate regulations by government entities that determine or limit prices that may be charged. Similarly, users of\napplicable services or government entities in response to such users may react negatively to any adjustments in rates and thus reduce the profitability of such infrastructure\ninvestments.\nOur investments in the life sciences industry may expose us to increased risks.\nInvestments by BXLS may expose us to increased risks. For example,\n \n \n•\n \nBXLS’s strategies include, among others, investments that are referred to as “corporate partnership” transactions. Corporate partnership transactions are risk-\nsharing collaborations with biopharmaceutical and medical device partners on drug and medical device development programs and investments in royalty streams\nof pre-commercial biopharmaceutical products. BXLS’s ability to source corporate\n \n68\npartnership transactions has been, and will continue to be, in part dependent on the ability of special purpose development companies to identify, diligence,\nnegotiate and in many cases, take the lead in executing the agreed development plans with respect to, a corporate partnership transaction. Moreover, as such\nspecial purpose development companies are jointly owned by us or our affiliates and unaffiliated life sciences investors, we (and our funds) are not the sole\nbeneficiaries of such sourcing strategies and capabilities of such special purpose development companies. In addition, payments to BXLS under such corporate\npartnerships (which can include future royalty or other milestone-based payments) are often contingent upon the achievement of certain milestones, including\napprovals of the applicable product candidate and/or product sales thresholds, over which BXLS may not have the ability to exercise meaningful control.\n \n•\n \nLife sciences and healthcare companies are subject to extensive regulation by the U.S. Food and Drug Administration, similar foreign regulatory authorities and, to a\nlesser extent, other federal and state agencies. These companies are subject to the expense, delay and uncertainty of the product approval process, and there can\nbe no guarantee that a particular product candidate will obtain regulatory approval. In addition, the current regulatory framework may change or additional\nregulations may arise at any stage during the product development phase of an investment, which may delay or prevent regulatory approval or impact applicable\nexclusivity periods. If a company in which our funds are invested is unable to obtain regulatory approval for a product candidate, or a product candidate in which our\nfunds are invested does not obtain regulatory approval, in a timely fashion or at all, the value of our investment would be adversely impacted. In addition, in\nconnection with certain corporate partnership transactions, our special purpose development companies will be contractually obligated to run clinical trials. Further,\na clinical trial (including enrollment therein) or regulatory approval process for pharmaceuticals has and may in the future be delayed, otherwise hindered or\nabandoned as a result of epidemics (including COVID-19), which could have a negative impact on the ability of the investment to engage in trials or receive\napprovals, and thereby could adversely affect the performance of the investment. In the event such clinical trials do not comply with the complicated regulatory\nrequirements applicable thereto, such special purpose development companies may be subject to regulatory actions.\n \n•\n \nIntellectual property often constitutes an important part of a life sciences company’s assets and competitive strengths, particularly for royalty monetization\ntransactions. To the extent such companies’ intellectual property positions with respect to products in which BXLS invests, whether through a royalty monetization\nor otherwise, are challenged, invalidated or circumvented, the value of BXLS’s investment may be impaired. The success of a life sciences investment depends in\npart on the ability of the biopharmaceutical or medical device companies in whose products BXLS invests to obtain and defend patent rights and other intellectual\nproperty rights that are important to the commercialization of such products. The patent positions of such companies can be highly uncertain and often involve\ncomplex legal, scientific and factual questions.\n \n•\n \nThe commercial success of products could be compromised if governmental or third-party payers do not provide coverage and reimbursement, breach, rescind or\nmodify their contracts or reimbursement policies or delay payments for such products. In both the U.S. and foreign markets, the successful sale of a life sciences\ncompany’s product depends on the ability to obtain and maintain adequate coverage and reimbursement from third-party payers, including government healthcare\nprograms and private insurance plans. Governments and third-party payers continue to pursue aggressive initiatives to contain costs and manage drug utilization\nand are increasingly focused on the effectiveness, benefits and costs of similar treatments, which could result in lower reimbursement rates and narrower\npopulations for whom the products in which BXLS invests will be reimbursed by third-party payers. For example, in the U.S., Federal legislation has passed that\nmodifies coverage, reimbursement and pricing policies for certain products. Regulatory agencies have provided guidance on how they intend to implement certain\ncomponents of the legislation. In general, as regulatory agencies and others continue to define and implement the legislation, such legislation may result in lower\nproduct prices, altered market dynamics, or the unavailability of adequate third-party payer reimbursement to enable BXLS to realize an appropriate return on its\ninvestment.\n \n69\nOur funds may be forced to dispose of investments at a disadvantageous time.\nOur funds may make investments of which they do not advantageously dispose of prior to the date the applicable fund is dissolved, either by expiration of such fund’s term\nor otherwise. Although we generally expect that our funds will dispose of investments prior to dissolution or that investments will be suitable for in-kind distribution at dissolution,\nwe may not be able to do so. The general partners of our funds have only a limited ability to extend the term of the fund with the consent of fund investors or the advisory board of\nthe fund, as applicable, and therefore, we may be required to sell, distribute or otherwise dispose of investments at a disadvantageous time prior to dissolution. This would result\nin a lower than expected return on the investments and, perhaps, on the fund itself.\nHedge fund investments are subject to numerous additional risks.\nInvestments by our funds of hedge funds in other hedge funds, as well as investments by our credit-focused, real estate debt and other hedge funds and similar products, are\nsubject to numerous additional risks, including the following:\n \n \n•\n \nCertain of the funds in which we invest are newly established funds without any operating history or are managed by management companies or general partners\nwho may not have as significant track records as a more established manager.\n \n•\n \nGenerally, the execution of third-party hedge funds’ investment strategies is subject to the sole discretion of the management company or the general partner of\nsuch funds. As a result, we do not have the ability to control the investment activities of such funds, including with respect to the selection of investment\nopportunities, any deviation from stated or expected investment strategy, the liquidation of positions and the use of leverage to finance the purchase of investments,\neach of which may impact our ability to generate a successful return on our investment in such underlying fund.\n \n•\n \nHedge funds may engage in speculative trading strategies, including short selling, which is subject to the theoretically unlimited risk of loss because there is no limit\non how much the price of a security may appreciate before the short position is closed out. A fund may be subject to losses if a security lender demands return of\nthe lent securities and an alternative lending source cannot be found or if the fund is otherwise unable to borrow securities that are necessary to hedge or cover its\npositions.\n \n•\n \nHedge funds are exposed to the risk that a counterparty will not settle a transaction in accordance with its terms and conditions because of a dispute over the terms\nof the contract (whether or not bona fide) or because of a credit or liquidity problem or otherwise, thus causing the fund to suffer a loss. Counterparty risk is\naccentuated for contracts with longer maturities where events may intervene to prevent settlement, or where the fund has concentrated its transactions with a\nsingle or small group of counterparties. Generally, hedge funds are not restricted from dealing with any particular counterparty or from concentrating any or all of\ntheir transactions with one counterparty. Moreover, the funds’ internal consideration of the creditworthiness of their counterparties may prove insufficient. The\nabsence of a regulated market to facilitate settlement may increase the potential for losses.\n\n\n \n•\n \nCredit risk may arise through a default by one of several large institutions that are dependent on one another to meet their liquidity or operational needs, so that a\ndefault by one institution causes a series of defaults by the other institutions. This “systemic risk” may adversely affect the financial intermediaries (such as clearing\nagencies, clearing houses, banks, securities firms and exchanges) with which the hedge funds interact on a daily basis.\n \n70\n \n•\n \nThe efficacy of investment and trading strategies depends largely on the ability to establish and maintain an overall market position in a combination of financial\ninstruments. A hedge fund’s trading orders may not be executed in a timely and efficient manner due to various circumstances, including systems failures or human\nerror. In such event, the funds might only be able to acquire some but not all of the components of the position, or if the overall position were to need adjustment,\nthe funds might not be able to make such adjustment. As a result, the funds would not be able to achieve the market position selected by the management company\nor general partner of such funds, and might incur a loss in liquidating their position.\n \n•\n \nHedge funds are subject to risks due to potential illiquidity of assets. Hedge funds may make investments or hold trading positions in markets that are volatile and\nwhich may become illiquid. Timely divestiture or sale of trading positions can be impaired by decreased trading volume, increased price volatility, concentrated\ntrading positions, limitations on the ability to transfer positions in highly specialized or structured transactions to which they may be a party, and changes in industry\nand government regulations. It may be impossible or costly for hedge funds to liquidate positions rapidly in order to meet margin calls, withdrawal requests or\notherwise, particularly if there are other market participants seeking to dispose of similar assets at the same time or the relevant market is otherwise moving against\na position or in the event of trading halts or daily price movement limits on the market or otherwise. Any “gate” or similar limitation on withdrawals with respect to\nhedge funds may not be effective in mitigating such risk. Moreover, these risks may be exacerbated for our funds of hedge funds. For example, if one of our funds of\nhedge funds were to invest a significant portion of its assets in two or more hedge funds that each had illiquid positions in the same issuer, the illiquidity risk for our\nfunds of hedge funds would be compounded. For example, in 2008 many hedge funds, including some of our hedge funds, experienced significant declines in value.\nIn many cases, these declines in value were both provoked and exacerbated by margin calls and forced selling of assets. Moreover, certain of our funds of hedge\nfunds were invested in third-party hedge funds that halted redemptions in the face of illiquidity and other issues, which precluded those funds of hedge funds from\nreceiving their capital back on request.\n \n•\n \nHedge fund investments are subject to risks relating to investments in commodities, futures, options and other derivatives, the prices of which are highly volatile and\nmay be subject to the theoretically unlimited risk of loss in certain circumstances, including if the fund writes a call option. Price movements of commodities, futures\nand options contracts and payments pursuant to swap agreements are influenced by, among other things, interest rates, changing supply and demand relationships,\ntrade, fiscal, monetary and exchange control programs and policies of governments and national and international political and economic events and policies. The\nvalue of futures, options and swap agreements also depends upon the price of the commodities underlying them and prevailing exchange rates. In addition, hedge\nfunds’ assets are subject to the risk of the failure of any of the exchanges on which their positions trade or of their clearinghouses or counterparties. Most U.S.\ncommodities exchanges limit fluctuations in certain commodity interest prices during a single day by imposing “daily price fluctuation limits” or “daily limits,” the\nexistence of which may reduce liquidity or effectively curtail trading in particular markets.\nAs a result of their affiliation with us, our hedge funds may from time to time be restricted from trading in certain securities (e.g., publicly traded securities issued by our\ncurrent or potential portfolio companies). This may limit their ability to acquire and/or subsequently dispose of investments in connection with transactions that would otherwise\ngenerally be permitted in the absence of such affiliation. In addition, the use of leverage by the hedge funds in which our funds of hedge funds invest poses additional risks,\nincluding those described in “— Dependence on significant leverage in investments by our funds could adversely affect our ability to achieve attractive rates of return on those\ninvestments.”\n \n71\nWe are reliant on third-party service providers for certain aspects of our business, and are subject to risks in using prime brokers, custodians, counterparties,\nadministrators and other agents.\nWe are reliant on other third-party service providers for certain technology platforms that facilitate the continued operation of our business, including cloud-based services.\nWe generally have less control over the delivery of such third-party services, and as a result, may face disruptions to our ability to operate our business as a result of interruptions\nof such services. A prolonged global failure of cloud services provided to us could result in cascading systems failures. In addition, we may not be able to adapt our information\nsystems and technology to accommodate our growth, or the cost of maintaining such systems may increase materially from its current level, which could have a material adverse\neffect on us.\nMany of our funds depend on the services of prime brokers, custodians, counterparties, administrators and other agents, including to carry out certain securities and\nderivatives transactions. The terms of these contracts are often customized and complex, and many of these arrangements occur in markets or relate to products that are subject\nto limited or no regulatory oversight. Some of our funds utilize prime brokerage arrangements with a relatively limited number of counterparties, which has the effect of\nconcentrating the transaction volume (and related counterparty default risk) of these funds with these counterparties. Our funds are subject to the risk that the counterparty to one\nor more of these contracts defaults, either voluntarily or involuntarily, on its performance under the contract. Any such default may occur suddenly and without notice to us.\nMoreover, if a counterparty defaults, we may be unable to take action to cover our exposure, either because we lack contractual recourse or because market conditions make it\ndifficult to take effective action. This inability could occur in times of market stress, which is when defaults are most likely to occur.\nIn addition, our risk management process may not accurately anticipate the impact of market stress or counterparty financial condition, and as a result, we may not have\ntaken sufficient action to reduce our risks effectively. Default risk may arise from events or circumstances that are difficult to detect, foresee or evaluate. In addition, concerns\nabout, or a default by, one large participant could lead to significant liquidity problems for other participants, which may in turn expose us to significant losses. Although we have\nrisk management processes to ensure that we are not exposed to a single counterparty for significant periods of time, given the large number and size of our funds, we often have\nlarge positions with a single counterparty. For example, most of our funds have credit lines. If the lender under one or more of those credit lines were to become insolvent, we may\nhave difficulty replacing the credit line and one or more of our funds may face liquidity problems.\nIn the event of a counterparty default, particularly a default by a major investment bank or a default by a counterparty to a significant number of our contracts, one or more of\nour funds may have outstanding trades that they cannot settle or are delayed in settling. As a result, these funds could incur material losses and the resulting market impact of a\nmajor counterparty default could harm our businesses, results of operation and financial condition. In addition, under certain local clearing and settlement regimes in Europe, we\nor our funds could be subject to settlement discipline fines. See “— Complex regulatory regimes and potential regulatory changes in jurisdictions outside the United States could\nadversely affect our business.”\nIn the event of the insolvency of a prime broker, custodian, counterparty or any other party that is holding assets of our funds as collateral, our funds might not be able to\nrecover equivalent assets in full as they will rank among the prime broker’s, custodian’s or counterparty’s unsecured creditors in relation to the assets held as collateral. In\naddition, our funds’ cash held with a prime broker, custodian or counterparty generally will not be segregated from the prime broker’s, custodian’s or counterparty’s own cash, and\nour funds may therefore rank as unsecured creditors in relation thereto. If our derivatives transactions are cleared through a derivatives clearing organization, the CFTC has\nissued final rules regulating the segregation and protection of collateral posted by customers of cleared and uncleared swaps. The CFTC is also working to provide new guidance\nregarding prime broker arrangements and intermediation generally with regard to trading on swap execution facilities.\n \n72\nThe counterparty risks that we face have increased in complexity and magnitude over time. For example, in certain areas the number of counterparties we face has\nincreased and may continue to increase, which may result in increased complexity and monitoring costs. Conversely, in certain other areas, the consolidation and elimination of\ncounterparties has increased our concentration of counterparty risk and decreased the universe of potential counterparties, and our funds are generally not restricted from dealing\nwith any particular counterparty or from concentrating any or all of their transactions with one counterparty. In addition, counterparties have in the past and may in the future react\nto market volatility by tightening underwriting standards and increasing margin requirements for all categories of financing, which may decrease the overall amount of leverage\navailable and increase the costs of borrowing.\nUnderwriting activities by our capital markets services business expose us to risks.\nBlackstone Securities Partners L.P. may act as an underwriter, syndicator or placement agent in securities offerings and, through affiliated entities, loan syndications. We\nmay incur losses and be subject to reputational harm to the extent that, for any reason, we are unable to sell securities or indebtedness we purchased or placed as an\nunderwriter, syndicator or placement agent at the anticipated price levels or at all. As an underwriter, syndicator or placement agent, we also may be subject to liability for\nmaterial misstatements or omissions in prospectuses and other offering documents relating to offerings we underwrite, syndicate or place.\nRisks Related to Our Organizational Structure\n\n\nThe significant voting power of holders of our Series I preferred stock and Series II preferred stock may limit the ability of holders of our common stock to influence\nour business.\nHolders of our common stock are entitled to vote pursuant to Delaware law with respect to:\n \n \n•\n \nA conversion of the legal entity form of Blackstone,\n \n•\n \nA transfer, domestication or continuance of Blackstone to a foreign jurisdiction,\n \n•\n \nAny amendment of our certificate of incorporation to change the par value of our common stock or the powers, preferences or special rights of our common stock in\na way that would affect our common stock adversely,\n \n•\n \nAny amendment of our certificate of incorporation that requires for action the vote of a greater number or portion of the holders of common stock than is required by\nany section of Delaware law, and\n \n•\n \nAny amendment of our certificate of incorporation to elect to become a close corporation under Delaware law.\nIn addition, our certificate of incorporation provides voting rights to holders of our common stock on the following additional matters:\n \n \n•\n \nA sale, exchange or disposition of all or substantially all of our assets,\n \n•\n \nA merger, consolidation or other business combination,\n \n•\n \nAny amendment of our certificate of incorporation or bylaws enlarging the obligations of the common stockholders,\n \n•\n \nAny amendment of our certificate of incorporation requiring the vote of the holders of a percentage of the voting power of the outstanding common stock and Series I\npreferred stock, voting together as a single class, to take any action in a manner that would have the effect of reducing such voting percentage and\n \n•\n \nAny amendments of our certificate of incorporation that are not included in the specified set of amendments that the Series II Preferred Stockholder has the sole\nright to vote on.\n \n73\nFurthermore, our certificate of incorporation provides that the holders of at least 66 2/3% of the voting power of the outstanding shares of common stock and Series I\npreferred stock may vote to require the Series II Preferred Stockholder to transfer its shares of Series II preferred stock to a successor Series II Preferred Stockholder designated\nby the holders of at least a majority of the voting power of the outstanding shares of common stock and Series I preferred stock.\nOther matters that are required to be submitted to a vote of the holders of our common stock generally require the approval of a majority of the voting power of our\noutstanding shares of common stock and Series I preferred stock, voting together as a single class, including certain sales, exchanges or other dispositions of all or substantially\nall of our assets, a merger, consolidation or other business combination, certain amendments to our certificate of incorporation and the designation of a successor Series II\nPreferred Stockholder. Holders of our Series I preferred stock, as such, will collectively be entitled to a number of votes equal to the aggregate number of Blackstone Holdings\nPartnership Units held by the limited partners of the Blackstone Holdings Partnerships on the relevant record date and will vote together with holders of our common stock as a\nsingle class. As of February 16, 2024, Blackstone Partners L.L.C., an entity owned by the senior managing directors of Blackstone and controlled by Mr. Schwarzman, owned the\nonly share of Series I preferred stock outstanding, representing approximately 39.2% of the total combined voting power of the common stock and Series I preferred stock, taken\ntogether.\nOur certificate of incorporation and bylaws contain additional provisions affecting the holders of our common stock, including certain limits on the ability of the holders of our\ncommon stock to call meetings, to acquire information about our operations and to influence the manner or direction of our management. In addition, any person that beneficially\nowns 20% or more of the common stock then outstanding (other than the Series II Preferred Stockholder or its affiliates, a direct or subsequently approved transferee of the\nSeries II Preferred Stockholder or its affiliates or a person or group that has acquired such stock with the prior approval of our board of directors) is unable to vote such stock on\nany matter submitted to such stockholders.\nWe are not required to comply with certain provisions of U.S. securities laws relating to proxy statements and certain related matters.\nWe are not required to file proxy statements or information statements under Section 14 of the Exchange Act except in circumstances where a vote of holders of our common\nstock is required under our certificate of incorporation or Delaware law, such as a merger, business combination or sale of all or substantially all of our assets. In addition, we will\ngenerally not be subject to the “say-on-pay” and “say-on-frequency” provisions of the Dodd-Frank Act. As a result, our common stockholders do not have an opportunity to\nprovide a non-binding vote on the compensation of our named executive officers. Moreover, holders of our common stock are not able to bring matters before our annual meeting\nof stockholders or nominate directors at such meeting, nor are they generally able to submit stockholder proposals under Rule 14a-8 of the Exchange Act.\nWe are a controlled company and as a result qualify for some exceptions from certain corporate governance and other requirements of the New York Stock\nExchange.\nBecause the Series II Preferred Stockholder holds more than 50% of the voting power for the election of directors, we are a “controlled company” and fall within exceptions\nfrom certain corporate governance and other requirements of the rules of the New York Stock Exchange. Pursuant to these exceptions, controlled companies may elect not to\ncomply 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\nindependent directors, (b) that we have a nominating and corporate governance committee that is composed entirely of independent directors, (c) that we have a compensation\ncommittee that is composed entirely of independent directors and (d) that the compensation committee be required to consider certain independence factors when engaging\ncompensation consultants, legal counsel and other committee advisers. While we currently have a majority independent board of directors, we have elected to avail ourselves of\nthe other exceptions. Accordingly, our common stockholders generally do not have the same protections afforded to stockholders of companies that are subject to all of the\ncorporate governance requirements of the NYSE.\n \n74\nPotential conflicts of interest may arise among the Series II Preferred Stockholder and the holders of our common stock.\nBlackstone Group Management L.L.C., an entity owned by senior managing directors of Blackstone and controlled by Mr. Schwarzman, is the sole holder of the Series II\nPreferred stock. As a result, conflicts of interest may arise among the Series II Preferred Stockholder, on the one hand, and us and our holders of our common stock, on the other\nhand. 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\nStockholder’s general ability to appoint our board of directors, and provisions under our certificate of incorporation requiring Series II Preferred Stockholder approval for certain\ncorporate actions (in addition to approval by our board of directors). If the holders of our common stock are dissatisfied with the performance of our board of directors, they have\nno ability to remove any of our directors, with or without cause.\nFurther, through its ability to elect our board of directors, the Series II Preferred Stockholder has the ability to indirectly influence the determination of the amount and timing\nof our investments and dispositions, cash expenditures, indebtedness, issuances of additional partnership interests, tax liabilities and amounts of reserves, each of which can\naffect the amount of cash that is available for distribution to holders of Blackstone Holdings Partnership Units.\nIn addition, conflicts may arise relating to the selection, structuring and disposition of investments and other transactions, declaring dividends and other distributions and\nother matters due to the fact that our senior managing directors hold their Blackstone Holdings Partnership Units directly or through pass-through entities that are not subject to\ncorporate income taxation. See “Part III. Item 13. Certain Relationships and Related Transactions, and Director Independence” and “Part III. Item 10. Directors, Executive Officers\nand Corporate Governance.”\nOur certificate of incorporation states that the Series II Preferred Stockholder is under no obligation to consider the separate interests of the other stockholders and\ncontains provisions limiting the liability of the Series II Preferred Stockholder.\nSubject to applicable law, our certificate of incorporation contains provisions limiting the duties owed by the holder of our Series II preferred stock and contains provisions\nallowing the Series II Preferred Stockholder to favor its own interests and the interests of its controlling persons over us and the holders of our common stock. Our certificate of\nincorporation contains provisions stating that the Series II Preferred Stockholder is under no obligation to consider the separate interests of the other stockholders (including,\nwithout limitation, the tax consequences to such stockholders) in deciding whether or not to authorize us to take (or decline to authorize us to take) any action as well as provisions\nstating that the Series II Preferred Stockholder shall not be liable to the other stockholders for damages for any losses, liabilities or benefits not derived by such stockholders in\nconnection with such decisions. See “— Potential conflicts of interest may arise among the Series II Preferred Stockholder and the holders of our common stock.”\nThe Series II Preferred Stockholder will not be liable to Blackstone or holders of our common stock for any acts or omissions unless there has been a final and non-\n\n\nappealable judgment determining that the Series II Preferred Stockholder acted in bad faith or engaged in fraud or willful misconduct and we have also agreed to\nindemnify the Series II Preferred Stockholder to a similar extent.\nEven if there is deemed to be a breach of the obligations set forth in our certificate of incorporation, our certificate of incorporation provides that the Series II Preferred\nStockholder will not be liable to us or the holders of our common stock for any acts or omissions unless there has been a final and non-appealable judgment by a court of\ncompetent jurisdiction determining that the Series II Preferred Stockholder or its officers and directors acted in bad faith or engaged in fraud or willful misconduct. These\nprovisions are detrimental to the holders of our common stock because they restrict the remedies available to stockholders for actions of the Series II Preferred Stockholder.\n \n75\nIn addition, we have agreed to indemnify the Series II Preferred Stockholder and our former general partner and its controlling affiliates and any current or former officer or\ndirector of any of Blackstone or its subsidiaries, the Series II Preferred Stockholder or former general partner and certain other specified persons (collectively, the “Indemnitees”),\nto the fullest extent permitted by law, against any and all losses, claims, damages, liabilities, joint or several, expenses (including legal fees and expenses), judgments, fines,\npenalties, interest, settlements or other amounts incurred by any Indemnitee. We have agreed to provide this indemnification if the Indemnitee acted in good faith and in a manner\nthe Indemnitee reasonably believed to be in or not opposed to the best interests of Blackstone, and with respect to any alleged conduct resulting in a criminal proceeding against\nthe Indemnitee, such person had no reasonable cause to believe that such person’s conduct was unlawful. We have also agreed to provide this indemnification for criminal\nproceedings.\nThe Series II Preferred Stockholder may transfer its interest in the sole share of Series II preferred stock which could materially alter our operations.\nWithout the approval of any other stockholder, the Series II Preferred Stockholder may transfer the sole outstanding share of our Series II preferred stock held by it to a third\nparty upon receipt of approval to do so by our board of directors and satisfaction of certain other requirements. Further, the members or other interest holders of the Series II\nPreferred Stockholder may sell or transfer all or part of their outstanding equity or other interests in the Series II Preferred Stockholder at any time without our approval. A new\nholder of our Series II preferred stock or new controlling members of the Series II Preferred Stockholder may appoint directors to our board of directors who have a different\nphilosophy and/or investment objectives from those of our current directors. A new holder of our Series II Preferred stock, new controlling members of the Series II Preferred\nStockholder and/or the directors they appoint to our board of directors could also have a different philosophy for the management of our business, including the hiring and\ncompensation of our investment professionals. If any of the foregoing were to occur, we could experience difficulty in forming new funds and other investment vehicles and in\nmaking new investments, and the value of our existing investments, our business, our results of operations and our financial condition could materially suffer.\nWe intend to pay regular dividends to holders of our common stock, but our ability to do so may be limited by cash flow from operations and available liquidity, our\nholding company structure, applicable provisions of Delaware law and contractual restrictions.\nOur intention to pay to holders of common stock a quarterly dividend representing approximately 85% of Blackstone Inc.’s share of Distributable Earnings, subject to\nadjustment by amounts determined by Blackstone’s board of directors to be necessary or appropriate to provide for the conduct of its business, to make appropriate investments\nin its business and our funds, to comply with applicable law, any of its debt instruments or other agreements, or to provide for future cash requirements such as tax-related\npayments, clawback obligations and dividends to stockholders for any ensuing quarter. All of the foregoing is subject to the qualification that the declaration and payment of any\ndividends 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\ndividends entirely.\nBlackstone Inc. is a holding company and has no material assets other than the ownership of the partnership units in Blackstone Holdings held through wholly owned\nsubsidiaries. Blackstone Inc. has no independent means of generating revenue. Accordingly, we intend to cause Blackstone Holdings to make distributions to its partners,\nincluding Blackstone Inc.’s wholly owned subsidiaries, to fund any dividends Blackstone Inc. may declare on our common stock.\n \n76\nOur 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\nand prospects, our business and investment opportunities, our financial condition and operating results, including the timing and extent of our realizations, working capital\nrequirements and anticipated cash needs, contractual restrictions and obligations including fulfilling our current and future capital commitments, legal, tax and regulatory\nrestrictions, 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\nother factors as our board of directors may deem relevant. Our ability to pay dividends is also subject to the availability of lawful funds therefor as determined in accordance with\nthe Delaware General Corporation Law.\nThe amortization of finite-lived intangible assets and non-cash equity-based compensation results in expenses that may increase the net loss we record in certain\nperiods or cause us to record a net loss in periods during which we would otherwise have recorded net income.\nAs of December 31, 2023, we have $201.2 million of finite-lived intangible assets (in addition to $1.9 billion of goodwill), net of accumulated amortization. These finite-lived\nintangible assets are from our initial public offering (“IPO”) and subsequent business acquisitions. We are amortizing these finite-lived intangibles over their estimated useful lives,\nwhich range from three to twenty years, using the straight-line method, with a weighted-average remaining amortization period of 6.2 years as of December 31, 2023. We also\nrecord non-cash equity-based compensation from grants made in the ordinary course of business and in connection with other business acquisitions. The amortization of these\nfinite-lived intangible assets and of this non-cash equity-based compensation will increase our expenses during the relevant periods. These expenses may increase the net loss\nwe record in certain periods or cause us to record a net loss in periods during which we would otherwise have recorded net income. A substantial and sustained decline in our\nshare price could result in an impairment of intangible assets or goodwill leading to a further reduction in net income or increase to net loss in the relevant period.\nWe are required to pay our senior managing directors for most of the benefits relating to any additional tax depreciation or amortization deductions we may claim as\na result of the tax basis step-up we received as part of the reorganization we implemented in connection with our IPO or receive in connection with future exchanges\nof our common stock and related transactions.\nAs part of the reorganization we implemented in connection with our IPO, we purchased interests in our business from our pre-IPO owners. In addition, holders of\npartnership units in Blackstone Holdings (other than Blackstone Inc.’s wholly owned subsidiaries), subject to the vesting and minimum retained ownership requirements and\ntransfer restrictions set forth in the partnership agreements of the Blackstone Holdings Partnerships, may up to four times each year (subject to the terms of the exchange\nagreement) exchange their Blackstone Holdings Partnership Units for shares of Blackstone Inc.’s common stock on a one-for-one basis. A Blackstone Holdings limited partner\nmust exchange one partnership unit in each of the Blackstone Holdings Partnerships to effect an exchange for a share of common stock. The purchase and subsequent\nexchanges are expected to result in increases in the tax basis of the tangible and intangible assets of Blackstone Holdings that otherwise would not have been available. These\nincreases in tax basis may increase (for tax purposes) depreciation and amortization and therefore reduce the amount of tax that we would otherwise be required to pay in the\nfuture, although the IRS may challenge all or part of that tax basis increase, and a court could sustain such a challenge.\nWe have entered into a tax receivable agreements with our senior managing directors and other pre-IPO owners that provides for the payment by us to the counterparties of\n85% of the amount of cash savings, if any, in U.S. federal, state and local income tax or franchise tax that we actually realize as a result of these increases in tax basis and of\ncertain other tax benefits related to entering into the tax receivable agreement, including tax benefits attributable to payments under the tax receivable agreement. This payment\nobligation is an obligation of Blackstone Inc. and/or its wholly owned subsidiaries and not of Blackstone Holdings. As such, the cash distributions\n \n77\nto public stockholders may vary from holders of Blackstone Holdings Partnership Units (held by Blackstone personnel and others) to the extent payments are made under the tax\nreceivable agreements to selling holders of Blackstone Holdings Partnership Units. As the payments reflect actual tax savings received by Blackstone entities, there may be a\ntiming difference between the tax savings received by Blackstone entities and the cash payments to selling holders of Blackstone Holdings Partnership Units. While the actual\nincrease 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,\nthe 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\nthe 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\nbe substantial. 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\nincur 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\nas a result of timing discrepancies or otherwise.\nAlthough 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\nany payments previously made under the tax receivable agreement. As a result, in certain circumstances payments to the counterparties under the tax receivable agreement\n\n\ncould be in excess of our actual cash tax savings. Our ability to achieve benefits from any tax basis increase, and the payments to be made under the tax receivable agreements,\nwill depend upon a number of factors, as discussed above, including the timing and amount of our future income.\nIf Blackstone Inc. were deemed an “investment company” under the 1940 Act, applicable restrictions could make it impractical for us to continue our business as\ncontemplated and could have a material adverse effect on our business.\nAn entity will generally be deemed to be an “investment company” for purposes of the 1940 Act if: (a) it is or holds itself out as being engaged primarily, or proposes to\nengage primarily, in the business of investing, reinvesting or trading in securities, or (b) absent an applicable exemption, it owns or proposes to acquire investment securities\nhaving a value exceeding 40% of the value of its total assets (exclusive of U.S. government securities and cash items) on an unconsolidated basis. We believe that we are\nengaged primarily in the business of providing asset management and capital markets services and not in the business of investing, reinvesting or trading in securities. We also\nbelieve that the primary source of income from each of our businesses is properly characterized as income earned in exchange for the provision of services. We hold ourselves\nout as an asset management and capital markets firm and do not propose to engage primarily in the business of investing, reinvesting or trading in securities. Accordingly, we do\nnot believe that Blackstone Inc. is an “orthodox” investment company as defined in section 3(a)(1)(A) of the 1940 Act and described in clause (a) in the first sentence of this\nparagraph. 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\nassets (other than intercompany debt) other than general partner interests in the Blackstone Holdings Partnerships. These wholly owned subsidiaries are the sole general\npartners of the Blackstone Holdings Partnerships and are vested with all management and control over the Blackstone Holdings Partnerships. We do not believe the equity\ninterests of Blackstone Inc. in its wholly owned subsidiaries or the general partner interests of these wholly owned subsidiaries in the Blackstone Holdings Partnerships are\ninvestment securities. Moreover, because we believe that the capital interests of the general partners of our funds in their respective funds are neither securities nor investment\nsecurities, we believe that less than 40% of Blackstone Inc.’s total assets (exclusive of U.S. government securities and cash items) on an unconsolidated basis are comprised of\nassets that could be considered investment securities. Accordingly, we do not believe Blackstone Inc. is an inadvertent investment company by virtue of the 40% test in\nsection 3(a)(1)(C) of the 1940 Act as described in clause (b) in the first sentence of this paragraph. In addition, we believe Blackstone Inc. is not an investment company under\nsection 3(b)(1) of the 1940 Act because it is primarily engaged in a non-investment company business.\n \n78\nThe 1940 Act and the rules thereunder contain detailed parameters for the organization and operation of investment companies. Among other things, the 1940 Act and the\nrules thereunder limit or prohibit transactions with affiliates, impose limitations on the issuance of debt and equity securities, generally prohibit the issuance of options and impose\ncertain governance requirements. We intend to conduct our operations so that Blackstone Inc. will not be deemed to be an investment company under the 1940 Act. If anything\nwere to happen which would cause Blackstone Inc. to be deemed to be an investment company under the 1940 Act, requirements imposed by the 1940 Act, including limitations\non our capital structure, ability to transact business with affiliates (including us) and ability to compensate key employees, could make it impractical for us to continue our business\nas currently conducted, impair the agreements and arrangements between and among Blackstone Inc., Blackstone Holdings and our senior managing directors, or any\ncombination thereof, and materially adversely affect our business, financial condition and results of operations. In addition, we may be required to limit the amount of investments\nthat we make as a principal or otherwise conduct our business in a manner that does not subject us to the registration and other requirements of the 1940 Act.\nOther anti-takeover provisions in our charter documents could delay or prevent a change in control.\nIn 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\ndiscourage, delay or prevent a merger or acquisition that a stockholder may consider favorable by, for example:\n \n \n•\n \npermitting our board of directors to issue one or more series of preferred stock,\n \n•\n \nproviding for the loss of voting rights for the common stock,\n \n•\n \nrequiring advance notice for stockholder proposals and nominations if they are ever permitted by applicable law,\n \n•\n \nplacing limitations on convening stockholder meetings,\n \n•\n \nprohibiting stockholder action by written consent unless such action is consent to by the Series II Preferred Stockholder and\n \n•\n \nimposing super-majority voting requirements for certain amendments to our certificate of incorporation.\nThese provisions may also discourage acquisition proposals or delay or prevent a change in control.\nRisks Related to Our Common Stock\nThe price of our common stock may decline due to the large number of shares of common stock eligible for future sale and for exchange.\nThe market price of our common stock could decline as a result of sales of a large number of shares of common stock in the market in the future or the perception that such\nsales could occur. These sales, or the possibility that these sales may occur, also might make it more difficult for us to sell shares of common stock in the future at a time and at a\nprice that we deem appropriate. We had a total of 714,644,445 shares of common stock outstanding as of February 16, 2024. Subject to the lock-up restrictions described below,\nwe may issue and sell in the future additional shares of common stock. Limited partners of Blackstone Holdings owned an aggregate of 444,290,894 Blackstone Holdings\nPartnership Units outstanding as of February 16, 2024. In connection with our initial public offering, we entered into an exchange agreement with holders of Blackstone Holdings\nPartnership Units (other than Blackstone Inc.’s wholly owned subsidiaries) so that these holders, subject to the vesting and minimum retained ownership requirements and\ntransfer restrictions set forth in the partnership agreements of the Blackstone Holdings Partnerships, may up to four times each year (subject to the terms of the exchange\nagreement) exchange their Blackstone Holdings Partnership Units for shares of Blackstone Inc. common stock on a one-for-one basis, subject to customary conversion rate\nadjustments for splits, unit distributions and reclassifications. A Blackstone Holdings limited partner must exchange one partnership unit in each of the\n \n79\nBlackstone Holdings Partnerships to effect an exchange for a share of common stock. The common stock we issue upon such exchanges would be “restricted securities,” as\ndefined in Rule 144 under the Securities Act, unless we register such issuances. However, we have entered into a registration rights agreement with the limited partners of the\nBlackstone Holdings Partnerships that requires us to register these shares of common stock under the Securities Act and we have filed registration statements that cover the\ndelivery of common stock issued upon exchange of Blackstone Holdings Partnership Units. See “Part III. Item 13. Certain Relationships and Related Transactions, and Director\nIndependence — Transactions with Related Persons — Registration Rights Agreement.” While the partnership agreements of the Blackstone Holdings Partnerships and related\nagreements contractually restrict the ability of Blackstone personnel to transfer the Blackstone Holdings Partnership Units or Blackstone Inc. common stock they hold and require\nthat 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\ntime.\nAs of February 16, 2024, we had granted 45,460,914 outstanding deferred restricted shares of common stock and 13,235,560 outstanding deferred restricted Blackstone\nHoldings Partnership Units to our non-senior managing director professionals and senior managing directors under the Blackstone Inc. Amended and Restated 2007 Equity\nIncentive Plan (“2007 Equity Incentive Plan”). The aggregate number of shares of common stock and Blackstone Holdings Partnership Units (together, “Shares”) covered by our\n2007 Equity Incentive Plan is increased on the first day of each fiscal year during its term by a number of Shares equal to the positive difference, if any, of (a) 15% of the\naggregate number of Shares outstanding on the last day of the immediately preceding fiscal year (excluding Blackstone Holdings Partnership Units held by Blackstone Inc. or its\nwholly owned subsidiaries) minus (b) the aggregate number of Shares covered by our 2007 Equity Incentive Plan as of such date (unless the administrator of the 2007 Equity\nIncentive Plan should decide to increase the number of Shares covered by the plan by a lesser amount). An aggregate of 171,729,750 additional Shares were available for grant\nunder our 2007 Equity Incentive Plan as of February 16, 2024. We have filed a registration statement and intend to file additional registration statements on Form S-8 under the\nSecurities Act to register common stock covered by the 2007 Equity Incentive Plan (including pursuant to automatic annual increases). Any such Form S-8 registration statement\nwill automatically become effective upon filing. Accordingly, common stock registered under such registration statement will be available for sale in the open market.\nIn addition, the Blackstone Holdings partnership agreements authorize the wholly owned subsidiaries of Blackstone Inc. which are the general partners of those partnerships\nto issue an unlimited number of additional partnership securities of the Blackstone Holdings Partnerships with such designations, preferences, rights, powers and duties that are\ndifferent from, and may be senior to, those applicable to the Blackstone Holdings Partnership Units, and which may be exchangeable for our shares of common stock.\nOur certificate of incorporation also provides us with a right to acquire all of the then outstanding shares of common stock under specified circumstances, which\nmay adversely affect the price of our shares of common stock and the ability of holders of shares of common stock to participate in further growth in our stock\nprice.\nOur certificate of incorporation provides that, if at any time, less than 10% of the total shares of any class of our stock then outstanding (other than Series I preferred stock\nand Series II preferred stock) is held by persons other than the Series II Preferred Stockholder and its affiliates, we may exercise our right to call and purchase all of the then\noutstanding shares of common stock held by persons other than the Series II Preferred Stockholder or its affiliates or assign this right to the Series II Preferred Stockholder or any\n\n\nof its affiliates. As a result, a stockholder may have his or her shares of common stock purchased from him or her at an undesirable time or price and in a manner which\nadversely affects the ability of a stockholder to participate in further growth in our stock price.\n \n80\nOur amended and restated bylaws designate the Court of Chancery of the State of Delaware or the federal district courts of the United States of America, as\napplicable, as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our stockholders, which could limit our\nstockholders’ ability to obtain a favorable judicial forum for disputes with Blackstone or our directors, officers or other employees.\nOur amended and restated bylaws provide that, unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware will, to\nthe fullest extent permitted by law, be the sole and exclusive forum for: (a) any derivative action or proceeding brought on our behalf, (b) any action asserting a breach of fiduciary\nduty owed by any of our current or former directors, officers, stockholders or employees to us or our stockholders, (c) any action asserting a claim against us arising under the\nDelaware General Corporation Law (the “DGCL”), our certificate of incorporation or our amended and restated bylaws or as to which the DGCL confers jurisdiction on the Court of\nChancery of the State of Delaware, or (d) any action asserting a claim against us that is governed by the internal affairs doctrine.\nOur amended and restated bylaws further provide that, unless we consent in writing to the selection of an alternative forum, to the fullest extent permitted by law, the federal\ndistrict courts of the United States of America will be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the federal securities laws of\nthe United States, including, in each case, the applicable rules and regulations promulgated thereunder.\nAny person or entity purchasing or otherwise acquiring any interest in any shares of our capital stock shall be deemed to have notice of and to have consented to the forum\nprovision in our amended and restated bylaws. This choice-of-forum provision may limit a stockholder’s ability to bring a claim in a different judicial forum, including one that it may\nfind favorable or convenient for a specified class of disputes with Blackstone or our directors, officers, other stockholders or employees, which may discourage such lawsuits.\nAlternatively, if a court were to find this provision of our amended and restated bylaws inapplicable or unenforceable with respect to one or more of the specified types of actions\nor proceedings, we may incur additional costs associated with resolving such matters in other jurisdictions, which could materially adversely affect our business, financial\ncondition and results of operations and result in a diversion of the time and resources of our management and board of directors.\n \nItem 1B.\nUnresolved Staff Comments\nNone.\n \nItem 1C.\nCybersecurity\nCybersecurity Risk Management and Strategy\nBlackstone maintains a comprehensive cybersecurity program, including policies and procedures designed to protect our systems, operations and the data entrusted to us\nby our investors, employees, portfolio companies and business partners from anticipated threats or hazards. Blackstone utilizes a variety of protective measures as a part of its\ncybersecurity program. These measures include, where appropriate, physical and digital access controls, patch management, identity verification and mobile device management\nsoftware, annual employee cybersecurity awareness and best practices training programs, security baselines and tools to report anomalous activity, and monitoring of data\nusage, hardware and software.\nWe test our cybersecurity defenses regularly through automated and manual vulnerability scanning, to identify and remediate critical vulnerabilities. In addition, we conduct\nannual “white hat” penetration tests to validate our security posture. We examine our cybersecurity program every two to three years with third parties, evaluating its effectiveness\nin part by considering industry standards and established frameworks, such as the National Institute of Standards and Technology and Center for Internet Security, as guidelines.\nFurther, we engage in cyber incident tabletop exercises and scenario planning exercises involving hypothetical cybersecurity incidents\n \n81\nto test our cyber incident response processes. Our Chief Security Officer (the “CSO”) and members of senior management, Legal and Compliance, Technology and Innovations\n(“BXTI”) and Global Corporate Affairs participate in these exercises. Learnings from these tabletop exercises and any events we experience are reviewed, discussed and\nincorporated into our cybersecurity framework as appropriate.\nIn addition to our internal exercises to test aspects of our cybersecurity program, we periodically engage independent third parties to analyze data on the interactions of\nusers of our information technology resources, including employees, and conduct penetration tests and scanning exercises to assess the performance of our cybersecurity\nsystems and processes.\nWe have a comprehensive Security Incident Response Plan (the “IRP”) designed to inform the proper escalation of non-routine suspected or confirmed information security\nor cybersecurity events based on the expected risk an event presents. As appropriate, a Security Incident Response Team composed of individuals from several internal\ntechnical and managerial functions may be formed to investigate and remediate the event and determine the extent of external advisor support required, including from external\ncounsel, forensic investigators, and/or law enforcement. The IRP sets out ongoing monitoring or remediating actions to be taken after resolution of an incident. The IRP is\nreviewed at least annually by our CSO and members of BXTI and Legal and Compliance.\nBlackstone maintains a formal cybersecurity risk management process and cybersecurity risk register, designed to track cybersecurity risks at the firm, and integrates these\nprocesses into the firm’s overall risk management practices described above. Our CSO periodically discusses and reviews cybersecurity risks and related mitigants with our\nenterprise risk committee and incorporates relevant cybersecurity risk updates and metrics in the semi-annual enterprise-wide risk management report.\nBlackstone has a process designed to assess, the cybersecurity risks associated with the engagement of third-party vendors. This assessment is conducted on the basis of,\namong other factors, the types of services provided and the extent and type of Blackstone data accessed or processed by a third-party vendor. On the basis of its preliminary risk\nassessment of a third-party vendor, Blackstone may conduct further cybersecurity reviews or request remediation of, or contractual protections related to, any actual or potential\nidentified cybersecurity risks. In addition, where appropriate, Blackstone seeks to include in its contractual arrangements with certain of its third-party vendors provisions\naddressing 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.\nBlackstone 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.\nFor a discussion of how risks from cybersecurity threats affect our business, see “Part 1. Item 1A. Risk Factors — Risk Related to our Business — Cybersecurity and data\nprotection 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\nlosses, each of which could have a material adverse effect on our business and results of operations.” in this Annual Report on Form 10-K.\nCybersecurity Governance\nBlackstone has a dedicated cybersecurity team, led by our CSO, who works closely with our senior management, including our Chief Technology Officer (“CTO”), to develop\nand advance the firm’s cybersecurity strategy.\nOur CSO and CTO have extensive experience in cybersecurity and technology, respectively. Our CSO, Adam Fletcher, is a Senior Managing Director in BXTI and is\nresponsible for all aspects of cyber and physical security across Blackstone. Prior to his appointment as CSO in 2017, Mr. Fletcher was Blackstone’s Deputy CSO. Before joining\nBlackstone in 2014, Mr. Fletcher led the International Security organization for Equifax from 2012 to 2014. Mr. Fletcher received a B.S. in Operations Research and Industrial\nEngineering from Cornell University.\n \n82\nOur CTO, John Stecher is a Senior Managing Director and head of BXTI. Mr. Stecher is responsible for all aspects of technology across Blackstone. Mr. Stecher also\nadvises our investment teams and acts as a resource to portfolio companies on technology-related matters. Before joining Blackstone in 2020, Mr. Stecher was a Managing\nDirector and the Chief Technology Officer and Chief Innovation Officer at Barclays. He was also a member of the Barclays Technology Management Committee. Prior to joining\nBarclays in 2017, Mr. Stecher held a variety of senior management and engineering roles across Goldman Sachs’ capital markets and technology divisions. Mr. Stecher received\na B.S. in Computer Science from the University of Wisconsin — Madison and a M.S. in Computer Science from the University of Minnesota.\nBXTI conducts periodic cybersecurity risk assessments, including assessments or audits of third-party vendors, and assists with the management and mitigation of identified\ncybersecurity risks. The CSO and CTO review Blackstone’s cybersecurity framework annually as well as on an event-driven basis as necessary. The CSO and CTO also review\nthe scope of our cybersecurity measures periodically, including in the event of a change in business practices that may implicate the security or integrity of our information and\n\n\nsystems.\nBlackstone’s board of directors is responsible for understanding the primary risks to our business. The audit committee of our board of directors is responsible for reviewing\nwith management the areas of material risk to our operations and financial results (including, without limitation, applicable major financial and cybersecurity risks and exposures)\nand our guidelines and policies with respect to risk assessment and risk management. Blackstone’s CSO reports to the board of directors and the audit committee of the board of\ndirectors at least annually on cybersecurity matters, including risks. These reports also include, as applicable, an overview of cybersecurity incidents. Additionally, the CSO\nprovides quarterly updates to management on Blackstone’s cybersecurity risks and program developments.\n \nItem 2.\nProperties\nOur principal executive offices are located in leased office space at 345 Park Avenue, New York, New York. As of December 31, 2023, in addition to our offices in New York,\nwe also leased offices in Hong Kong, London, Miami, San Francisco, Singapore, Tokyo and other cities around the world. We consider these facilities to be suitable and\nadequate for the management and operations of our business.\n \nItem 3.\nLegal Proceedings\nWe may from time to time be involved in litigation and claims incidental to the conduct of our business. Our businesses are also subject to extensive regulation, which may\nresult in regulatory proceedings against us. See “— Item 1A. Risk Factors” above. We are not currently subject to any pending legal (including judicial, regulatory, administrative\nor arbitration) proceedings that we expect to have a material impact on our consolidated financial statements. However, given the inherent unpredictability of these types of\nproceedings and the potentially large and/or indeterminate amounts that could be sought, an adverse outcome in certain matters could have a material effect on Blackstone’s\nfinancial results in any particular period. See “Part II. Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 19.\nCommitments and Contingencies — Contingencies — Litigation.”\n \nItem 4.\nMine Safety Disclosures\nNot applicable.\n \n83\nPart II.\n \nItem 5.\nMarket for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities\nOur common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol “BX.”\nThe number of holders of record of our common stock as of February 16, 2024 was 65. This does not include the number of stockholders that hold shares in “street name”\nthrough banks or broker-dealers. Blackstone Partners L.L.C. is the sole holder of the single share of Series I preferred stock outstanding and Blackstone Group\nManagement L.L.C. is the sole holder of the single share of Series II preferred stock outstanding.\nThe following table sets forth the quarterly per share dividends earned for the periods indicated. Each quarter’s dividends are declared and paid in the following quarter.\n \n \n  \n2023\n   \n2022\n \nFirst Quarter\n  \n$\n0.82   \n$\n1.32 \nSecond Quarter\n  \n \n0.79   \n \n1.27 \nThird Quarter\n  \n \n0.80   \n \n0.90 \nFourth Quarter\n  \n \n0.94   \n \n0.91 \n  \n  \n  \n$\n3.35   \n$\n4.40 \n  \n  \nDividend Policy\nOur 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\nadjustment 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\nbusiness 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,\nclawback obligations and dividends to stockholders for any ensuing quarter. The dividend amount could also be adjusted upward in any one quarter.\nFor Blackstone’s definition of Distributable Earnings, see “— Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Key\nFinancial Measures and Indicators.”\nAll 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 our board of\ndirectors may change our dividend policy at any time, including, without limitation, to reduce such quarterly dividends or even to eliminate such dividends entirely.\nBecause Blackstone Inc. is a holding company and has no material assets, other than its ownership of partnership units in Blackstone Holdings (held through wholly owned\nsubsidiaries), intercompany loans receivable and deferred tax assets, we fund any dividends by Blackstone Inc. by causing Blackstone Holdings to make distributions to its\npartners, including Blackstone Inc. (through its wholly owned subsidiaries). If Blackstone Holdings makes such distributions, the limited partners of Blackstone Holdings will be\nentitled to receive equivalent distributions pro-rata based on their partnership interests in Blackstone Holdings. Blackstone Inc. then dividends its share of such distributions, net\nof taxes and amounts payable under the tax receivable agreements, to our stockholders on a pro-rata basis.\nBecause the publicly traded entity and/or its wholly owned subsidiaries must pay taxes and make payments under the tax receivable agreements described in “— Item 8.\nFinancial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 18. Related Party Transactions,” the amounts ultimately paid as dividends\nby Blackstone Inc. to common stockholders in respect of each fiscal year are generally expected to be\n \n84\nless, 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\nthe Blackstone Holdings Partnerships in respect of their Blackstone Holdings Partnership Units. Following Blackstone’s conversion from a limited partnership to a corporation, we\nexpect to pay more corporate income taxes than we would have as a limited partnership, which will increase this difference between the per share dividend and per unit\ndistribution amounts.\nDividends 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\ncapital to the extent of the stockholder’s basis.\nIn addition, the partnership agreements of the Blackstone Holdings Partnerships provide for cash distributions, which we refer to as “tax distributions,” to the partners of such\npartnerships if the wholly owned subsidiaries of Blackstone Inc. which are the general partners of the Blackstone Holdings Partnerships determine that the taxable income of the\nrelevant partnership will give rise to taxable income for its partners. Generally, these tax distributions will be computed based on our estimate of the net taxable income of the\nrelevant partnership allocable to a partner multiplied by an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate\nprescribed for an individual or corporate resident in New York, New York (taking into account the non-deductibility of certain expenses and the character of our income). The\nBlackstone Holdings Partnerships will make tax distributions only to the extent distributions from such partnerships for the relevant year were otherwise insufficient to cover such\nestimated assumed tax liabilities.\nShare Repurchases in the Fourth Quarter of 2023\nThe following table sets forth information regarding repurchases of shares of our common stock during the quarter ended December 31, 2023:\n \nPeriod\n  \nTotal Number\nof Shares \nPurchased   \nAverage \nPrice Paid \nper Share\n  \nTotal Number of Shares\nPurchased as Part of \nPublicly Announced \nPlans or Programs (a)   \nApproximate Dollar \nValue of Shares that \nMay Yet Be Purchased \nUnder the Program \n(Dollars in Thousands) (a)\n\n\nOct. 1 - Oct. 31, 2023\n  \n \n—   \n$\n—   \n \n—   \n$\n797,628 \nNov. 1 - Nov. 30, 2023\n  \n \n399,994   \n$\n102.15   \n \n399,994   \n$\n756,769 \nDec. 1 - Dec. 31, 2023\n  \n \n—   \n$\n—   \n \n—   \n$\n756,769 \n  \n  \n  \n  \n  \n \n399,994   \n  \n \n399,994   \n  \n  \n  \n  \n \n(a)\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units. Under\nthe repurchase program, repurchases may be made from time to time in open market transactions, in privately negotiated transactions or otherwise. The timing and the\nactual numbers repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be\nchanged, suspended or discontinued at any time and does not have a specified expiration date. See “— Item 8. Financial Statements and Supplementary Data — Notes to\nConsolidated Financial Statements — Note 16. Earnings Per Share and Stockholders’ Equity — Share Repurchase Program” and “— Item 7. Management’s Discussion and\nAnalysis of Financial Condition and Results of Operations — Liquidity and Capital Resources — Share Repurchase Program” for further information regarding this\nrepurchase program.\nAs 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\nthese 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\nBlackstone Holdings Partnership Units.\n \n85\nItem 6.\n(Reserved)\n \nItem 7.\nManagement’s Discussion and Analysis of Financial Condition and Results of Operations\nThe following discussion and analysis should be read in conjunction with Blackstone Inc.’s consolidated financial statements and the related notes included within this\nAnnual Report on Form 10-K.\nThis section of this Form 10-K generally discusses 2023 and 2022 items and year to year comparisons between 2023 and 2022. For the discussion of 2022 compared to\n2021 see “Part II. Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of Blackstone’s Annual Report on Form 10-K for the year\nended December 31, 2022, which specific discussion is incorporated herein by reference.\nOur Business\nBlackstone is the world’s largest alternative asset manager. Our business is organized into four segments: Real Estate, Private Equity, Credit & Insurance and Hedge Fund\nSolutions. For more information about our business segments, see “Part I. Item 1. Business — Business Segments.”\nWe generate revenue primarily from fees earned pursuant to contractual arrangements with funds and investors, and capital markets services. We also invest in the funds\nwe manage and we are entitled to a pro-rata share of the income of the fund (a “pro-rata allocation”). In addition to a pro-rata allocation, and assuming certain investment returns\nare achieved, we are entitled to a disproportionate allocation of the income otherwise allocable to the limited partners, commonly referred to as carried interest (“Performance\nAllocations”). In certain structures, we receive a contractual incentive fee from an investment fund based on achieving certain investment returns (an “Incentive Fee,” and together\nwith Performance Allocations, “Performance Revenues”). The composition of our revenues will vary based on market conditions and the cyclicality of the different businesses in\nwhich we operate. Net investment gains and investment income generated by the Blackstone Funds are driven by the performance of the underlying investments as well as\noverall market conditions. Fair values are affected by changes in the fundamentals of our investments, the industries in which they operate, the overall economy and other market\nconditions.\nBusiness Environment\nBlackstone’s businesses are materially affected by conditions in the financial markets and economic conditions in the U.S., Europe, Asia and, to a lesser extent, elsewhere\nin the world.\n2023 was a volatile year for global markets, driven by historic movements in U.S. Treasury bond yields, geopolitical instability, including in the Middle East and economic\nuncertainty. Major central banks globally continued monetary policy tightening in the context of historically elevated inflation. In the U.S., the Federal Reserve increased the\nfederal funds target range four times over the course of 2023, which reached 5.25%-5.50% in July — the highest level in 22 years. Accordingly, inflation in the U.S. decelerated\nthroughout the year, with the U.S. consumer price index decreasing from 6.4% annual growth in January 2023 to 3.4% in December 2023, at which time the Federal Reserve\nsignaled that a reduction in the federal funds target range could be appropriate in 2024. Similarly, in the Eurozone economy, the European Central bank raised its deposit facility\nrate by 200 basis points in 2023. Consequently, Eurozone inflation slowed from 8.6% annual growth in January 2023 to 2.9% at year end.\nNevertheless, the U.S. economy continued to show resiliency in 2023, underpinned by a strong labor market. The Bureau of Economic Analysis’ advance estimate of U.S.\nreal GDP indicated growth of 2.5% year-over-year in 2023, up from 1.9% in 2022. The U.S. unemployment rate remained largely stable with pre-pandemic levels at 3.7% in both\nDecember 2023 and subsequent to year end in January 2024. U.S. retail sales increased 3.2% year-over-year in 2023, driven in part by higher prices. In manufacturing, however,\nthe Institute for Supply Management\n \n86\nPurchasing Managers’ Index decreased moderately to 47.4 in December 2023, compared to 48.4 in December 2022, signaling a continued contraction in the U.S. manufacturing\nsector. Growth in major economies outside of the U.S. was mixed in 2023. In Europe, Eurozone real GDP growth contracted to 0.1% year-over-year in the fourth quarter from\n1.8% in the fourth quarter of 2022. In China, real GDP growth increased to 5.2% year over year in 2023, up from 3% in 2022, but below the yearly average of 6% over the last ten\nyears.\nIn the fourth quarter of 2023, major equity markets rallied sharply on increasing expectations that the current cycle of monetary policy tightening was at or nearing its end.\nThe S&P 500 rose 12% in the fourth quarter and increased 26% for the full year. Most sectors gained during the year, led by information technology, which rose 58%. Oil prices\ndeclined during the year, with the price of West Texas Intermediate crude oil down 11% in 2023 to $72 per barrel. The Henry Hub Natural Gas spot price decreased 44% in 2023\nto $2.51. Capital markets activity declined, with global initial public offering volumes down 31% and global announced merger and acquisition volumes down 16% compared to\n2022.\nIn credit markets, the S&P leveraged loan index increased 13% in 2023, while the Credit Suisse high yield bond index rose 14%. High yield spreads tightened 135 basis\npoints in 2023, while issuance increased 64% year-over-year. Base rates were highly volatile during the year, with the ten-year Treasury yield increasing 114 basis points from\nthe beginning of 2023 to an intraday high of 5.02% in October — representing a 16-year high — but ended the year lower at 3.88%. Short-term rates, however, increased in 2023\nwith three-month SOFR up 74 basis points to 5.33% at year end.\nModerating inflation and economic resiliency in the U.S. have led to an increase in investor confidence in recent months. However, the potential for sustained high interest\nrates and decelerating economic growth may contribute to continued market volatility in the U.S. and globally.\nNotable Transactions\nOn December 15, 2023, Blackstone entered into an amended and restated $4.325 billion revolving credit facility. The amendment and restatement, among other things,\nincreased the amount of available borrowings and extended the maturity date to December 15, 2028.\nFor additional information see Note 13. “Borrowings” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data.”\n \n87\nOrganizational Structure\nThe simplified diagram below depicts our current organizational structure. The diagram does not depict all of our subsidiaries, including intermediate holding companies\nthrough which certain of the subsidiaries depicted are held.\n \n\n\nKey Financial Measures and Indicators\nWe manage our business using certain financial measures and key operating metrics since we believe these metrics measure the productivity of our investment activities.\nWe prepare our Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”). See “— Item 8.\nFinancial Statements and Supplementary Data — Notes to Consolidated Financial Statements — Note 2. Summary of Significant Accounting Policies” and “— Critical Accounting\nPolicies.” Our key non-GAAP financial measures and operating indicators and metrics are discussed below.\nDistributable Earnings\nDistributable Earnings is derived from Blackstone’s segment reported results. Distributable Earnings is used to assess performance and amounts available for dividends to\nBlackstone stockholders, including Blackstone personnel and others who are limited partners of the Blackstone Holdings Partnerships. Distributable Earnings is the sum of\nSegment Distributable Earnings plus Net Interest and Dividend Income (Loss) less Taxes and Related Payables. Distributable Earnings excludes unrealized activity and is\nderived from and reconciled to, but not equivalent to, its most directly comparable GAAP measure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP\nFinancial Measures” for our reconciliation of Distributable Earnings.\n \n88\nNet 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\nconsolidation of Blackstone Funds, and interest expense associated with the Tax Receivable Agreement.\nTaxes and Related Payables represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income (Loss) Before Provision\n(Benefit) for Taxes and including the Payable under the Tax Receivable Agreement. Further, the current tax provision utilized when calculating Taxes and Related Payables and\nDistributable Earnings reflects the benefit of deductions available to the company on certain expense items that are excluded from the underlying calculation of Segment\nDistributable Earnings and Total Segment Distributable Earnings, such as equity-based compensation charges and certain Transaction-Related and Non-Recurring Items where\nthere is a current tax provision or benefit. The economic assumptions and methodologies that impact the implied income tax provision are the same as those methodologies and\nassumptions used in calculating the current income tax provision for Blackstone’s Consolidated Statements of Operations under GAAP, excluding the impact of divestitures and\naccrued tax contingencies and refunds which are reflected when paid or received. Management believes that including the amount payable under the Tax Receivable Agreement\nand utilizing the current income tax provision adjusted as described above when calculating Distributable Earnings is meaningful as it increases comparability between periods\nand more accurately reflects earnings that are available for distribution to stockholders.\nSegment Distributable Earnings\nSegment Distributable Earnings is Blackstone’s segment profitability measure used to make operating decisions and assess performance across Blackstone’s four\nsegments. Blackstone believes it is useful to stockholders to review the measure that management uses in assessing segment performance. Segment Distributable Earnings\nrepresents the net realized earnings of Blackstone’s segments and is the sum of Fee Related Earnings and Net Realizations for each segment. Blackstone’s segments are\npresented on a basis that deconsolidates Blackstone Funds, eliminates non-controlling ownership interests in Blackstone’s consolidated operating partnerships, removes the\namortization of intangible assets and removes Transaction-Related and Non-Recurring Items. Transaction-Related and Non-Recurring Items arise from corporate actions\nincluding acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any. They consist primarily of equity-based\ncompensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a change in tax law\nor 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\ncomparability and are not reflective of Blackstone’s operational performance. Segment Distributable Earnings excludes unrealized activity and is derived from and reconciled to,\nbut not equivalent to, its most directly comparable GAAP measure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our\nreconciliation of Segment Distributable Earnings.\nEffective September 30, 2023, Blackstone redefined Segment Distributable Earnings to exclude the impact of non-recurring gains, losses or other charges that affect period-\nto-period comparability and are not reflective of Blackstone’s operational performance. Blackstone believes the exclusion of such amounts is useful to investors as it assists in the\ncomparison of Blackstone’s operational performance across different periods. The updated definition had no impact to the current or any previously reported period.\nNet Realizations is presented on a segment basis and is the sum of Realized Principal Investment Income and Realized Performance Revenues (which refers to Realized\nPerformance Revenues excluding Fee Related Performance Revenues), less Realized Performance Compensation (which refers to Realized Performance Compensation\nexcluding Fee Related Performance Compensation and Equity-Based Performance Compensation).\n \n89\nRealized Performance Compensation reflects an increase in the aggregate Realized Performance Compensation paid to certain of our professionals above the amounts\nallocable to them based upon the percentage participation in the relevant performance plans previously awarded to them. In the year ended December 31, 2023, Realized\nPerformance Compensation was increased by an aggregate of $65.0 million and Fee Related Compensation was decreased by a corresponding amount. In the year ended\nDecember 31, 2022, Realized Performance Compensation was increased by an aggregate of $77.0 million and Fee Related Compensation decreased by a corresponding\namount. These changes to Realized Performance Compensation and Fee Related Compensation reduced Net Realizations, increased Fee Related Earnings and had a neutral\nimpact to Income Before Provision (Benefit) for Taxes and Distributable Earnings in the years ended December 31, 2023 and December 31, 2022.\nFee Related Earnings\nFee Related Earnings is a performance measure used to assess Blackstone’s ability to generate profits from revenues that are measured and received on a recurring basis\nand not subject to future realization events. Blackstone believes Fee Related Earnings is useful to stockholders as it provides insight into the profitability of the portion of\nBlackstone’s business that is not dependent on realization activity. Fee Related Earnings equals management and advisory fees (net of management fee reductions and offsets)\nplus Fee Related Performance Revenues, less (a) Fee Related Compensation on a segment basis and (b) Other Operating Expenses. Fee Related Earnings is derived from and\nreconciled to, but not equivalent to, its most directly comparable GAAP measure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures”\nfor our reconciliation of Fee Related Earnings.\n\n\nFee Related Compensation is presented on a segment basis and refers to the compensation expense, excluding Equity-Based Compensation, directly related to\n(a) Management and Advisory Fees, Net and (b) Fee Related Performance Revenues, referred to as Fee Related Performance Compensation.\nFee Related Performance Revenues refers to the realized portion of Performance Revenues from Perpetual Capital that are (a) measured and received on a recurring basis\nand (b) not dependent on realization events from the underlying investments.\nOther Operating Expenses is presented on a segment basis and is equal to General, Administrative and Other Expenses, adjusted to (a) remove the amortization of\ntransaction-related intangibles, (b) remove certain expenses reimbursed by the Blackstone Funds which are netted against Management and Advisory Fees, Net in Blackstone’s\nsegment presentation and (c) give effect to an administrative fee collected on a quarterly basis from certain holders of Blackstone Holdings Partnership Units. The administrative\nfee is accounted for as a capital contribution under GAAP, but is reflected as a reduction of Other Operating Expenses in Blackstone’s segment presentation.\nAdjusted Earnings Before Interest, Taxes and Depreciation and Amortization\nAdjusted Earnings Before Interest, Taxes and Depreciation and Amortization (“Adjusted EBITDA”), is a supplemental measure used to assess performance derived from\nBlackstone’s segment results and may be used to assess its ability to service its borrowings. Adjusted EBITDA represents Distributable Earnings plus the addition of (a) Interest\nExpense on a segment basis, (b) Taxes and Related Payables and (c) Depreciation and Amortization. Adjusted EBITDA is derived from and reconciled to, but not equivalent to,\nits most directly comparable GAAP measure of Income (Loss) Before Provision (Benefit) for Taxes. See “— Non-GAAP Financial Measures” for our reconciliation of Adjusted\nEBITDA.\n \n90\nNet Accrued Performance Revenues\nNet Accrued Performance Revenues is a non-GAAP financial measure Blackstone believes is useful to stockholders as an indicator of potential future realized performance\nrevenues based on the current investment portfolio of the funds and vehicles we manage. Net Accrued Performance Revenues represents the accrued performance revenues\nreceivable by Blackstone, net of the related accrued performance compensation payable by Blackstone, excluding performance revenues that have been realized but not yet\ndistributed as of the reporting date and clawback amounts, if any. Net Accrued Performance Revenues is derived from and reconciled to, but not equivalent to, its most directly\ncomparable GAAP measure of Investments. See “— Non-GAAP Financial Measures” for our reconciliation of Net Accrued Performance Revenues and Note 2 “Summary of\nSignificant Accounting Policies — Equity Method Investments” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data”\nfor additional information on the calculation of Investments — Accrued Performance Allocations.\nOperating Metrics\nThe alternative asset management business is primarily based on managing third party capital and does not require substantial capital investment to support rapid growth.\nSince our inception, we have developed and used various key operating metrics to assess and monitor the operating performance of our various alternative asset management\nbusinesses in order to monitor the effectiveness of our value creating strategies.\nTotal and Fee-Earning Assets Under Management\nTotal Assets Under Management refers to the assets we manage. We believe this measure is useful to stockholders as it represents the total capital for which we provide\ninvestment management services. Our Total Assets Under Management equals the sum of:\n \n \n(a)\nthe fair value of the investments held by our carry funds and our side-by-side and co-investment entities managed by us plus the capital that we are entitled to call\nfrom investors in those funds and entities pursuant to the terms of their respective capital commitments, including capital commitments to funds that have yet to\ncommence their investment periods,\n \n(b)\nthe net asset value of (1) our hedge funds, real estate debt carry funds, BPP, certain co-investments managed by us, certain credit-focused funds and our Hedge\nFund Solutions drawdown funds (plus, in each case, the capital that we are entitled to call from investors in those funds, including commitments yet to commence\ntheir investment periods) and (2) our funds of hedge funds, our Hedge Fund Solutions registered investment companies, BREIT and BEPIF,\n \n(c)\nthe invested capital, fair value or net asset value of assets we manage pursuant to separately managed accounts,\n \n(d)\nthe amount of debt and equity outstanding for our CLOs during the reinvestment period,\n \n(e)\nthe aggregate par amount of collateral assets, including principal cash, for our CLOs after the reinvestment period,\n \n(f)\nthe gross or net amount of assets (including leverage where applicable) for our credit-focused registered investment companies and BDCs,\n \n(g)\nthe fair value of common stock, preferred stock, convertible debt, term loans or similar instruments issued by BXMT and\n \n(h)\nborrowings under and any amounts available to be borrowed under certain credit facilities of our funds.\nOur carry funds are commitment-based drawdown structured funds that do not permit investors to redeem their interests at their election. Our funds of hedge funds, hedge\nfunds, funds structured like hedge funds and other open-ended funds in our Real Estate, Credit & Insurance and Hedge Fund Solutions segments generally have structures that\nafford an investor the right to withdraw or redeem their interests on a periodic basis (for example, annually, quarterly or monthly), typically with 2 to 95 days’ notice, depending on\nthe fund and the liquidity profile of the underlying assets. In our Perpetual Capital vehicles where redemption rights exist, Blackstone has the ability\n \n91\nto fulfill redemption requests only (a) in Blackstone’s or the vehicles’ board’s discretion, as applicable, or (b) to the extent there is sufficient new capital. Investment advisory\nagreements related to certain separately managed accounts in our Credit & Insurance and Hedge Fund Solutions segments, excluding our separately managed accounts in our\ninsurance platform, may generally be terminated by an investor on 30 to 90 days’ notice. Separately managed accounts in our insurance platform can generally only be\nterminated for long-term underperformance, cause and certain other limited circumstances, in each case subject to Blackstone’s right to cure.\nFee-Earning Assets Under Management refers to the assets we manage on which we derive management fees and/or performance revenues. We believe this measure is\nuseful to stockholders as it provides insight into the capital base upon which we can earn management fees and/or performance revenues. Our Fee-Earning Assets Under\nManagement equals the sum of:\n \n \n(a)\nfor our Private Equity segment funds, Real Estate segment carry funds including certain BREDS funds and certain Hedge Fund Solutions funds, the amount of capital\ncommitments, remaining invested capital, fair value, net asset value or par value of assets held, depending on the fee terms of the fund,\n \n(b)\nfor our credit-focused carry funds, the amount of remaining invested capital (which may include leverage) or net asset value, depending on the fee terms of the fund,\n \n(c)\nthe remaining invested capital or fair value of assets held in co-investment vehicles managed by us on which we receive fees,\n \n(d)\nthe net asset value of our funds of hedge funds, hedge funds, BPP, certain co-investments managed by us, certain registered investment companies, BREIT, BEPIF\nand certain of our Hedge Fund Solutions drawdown funds,\n \n(e)\nthe invested capital, fair value of assets or the net asset value we manage pursuant to separately managed accounts,\n \n(f)\nthe net proceeds received from equity offerings and accumulated distributable earnings of BXMT, subject to certain adjustments,\n \n(g)\nthe aggregate par amount of collateral assets, including principal cash, of our CLOs and\n \n(h)\nthe gross amount of assets (including leverage) or the net assets (plus leverage where applicable) for certain of our credit-focused registered investment companies\nand BDCs.\nEach of our segments may include certain Fee-Earning Assets Under Management on which we earn performance revenues but not management fees.\nOur calculations of Total Assets Under Management and Fee-Earning Assets Under Management may differ from the calculations of other asset managers, and as a result\nthis measure may not be comparable to similar measures presented by other asset managers. In addition, our calculation of Total Assets Under Management includes\ncommitments to, and the fair value of, invested capital in our funds from Blackstone and our personnel, regardless of whether such commitments or invested capital are subject to\nfees. Our definitions of Total Assets Under Management and Fee-Earning Assets Under Management are not based on any definition of Total Assets Under Management and\nFee-Earning Assets Under Management that is set forth in the agreements governing the investment funds that we manage.\nFor our carry funds, Total Assets Under Management includes the fair value of the investments held and uncalled capital commitments, whereas Fee-Earning Assets Under\nManagement may include the total amount of capital commitments or the remaining amount of invested capital at cost depending on whether the investment period has expired or\nas specified by the fee terms of the fund. As such, in certain carry funds Fee-Earning Assets Under Management may be greater than Total Assets Under Management when the\naggregate fair value of the remaining investments is less than the cost of those investments.\n \n\n\n92\nPerpetual Capital\nPerpetual Capital refers to the component of assets under management with an indefinite term, that is not in liquidation, and for which there is no requirement to return\ncapital to investors through redemption requests in the ordinary course of business, except where funded by new capital inflows. Perpetual Capital includes co-investment capital\nwith an investor right to convert into Perpetual Capital. We believe this measure is useful to stockholders as it represents capital we manage that has a longer duration and the\nability to generate recurring revenues in a different manner than traditional fund structures.\nDry Powder\nDry Powder represents the amount of capital available for investment or reinvestment, including general partner and employee capital, and is an indicator of the capital we\nhave available for future investments. We believe this measure is useful to stockholders as it provides insight into the extent to which capital is available for Blackstone to deploy\ncapital into investment opportunities as they arise.\nInvested Performance Eligible Assets Under Management\nInvested Performance Eligible Assets Under Management represents invested capital at fair value, including capital closed for funds whose investment period has not yet\ncommenced, on which performance revenues could be earned if certain hurdles are met. We believe Invested Performance Eligible Assets Under Management is useful to\nstockholders as it provides insight into the capital deployed that has the potential to generate performance revenues.\nRecent Tax Developments\nOn October 8, 2021, the OECD and Group of 20 (“G20”) announced the OECD/G20 Inclusive Framework on Base Erosion and Profit Shifting (“Framework”), which agreed\nto a two-pillar solution to address tax challenges arising from digitalization of the economy. On December 20, 2021, the OECD released Pillar Two Model Rules, which\ncontemplate a global 15% minimum tax rate. The OECD continues to release additional guidance, including administrative guidance on interpretation and application of Pillar\nTwo, and many countries are passing legislation to comply with Pillar Two. The Framework calls for law enactment by OECD and G20 members to take effect in 2024 and 2025.\nThe changes contemplated by Pillar Two, when enacted by various countries in which we do business, may increase our taxes in such countries. Based on available guidance,\ncurrently we do not believe the impact of Pillar Two to our business would be material. For further discussion of potential consequences of changes in tax regulations, please see\n“— Item 1A. Risk Factors — Risks Related to our Business — Changes in U.S. and foreign taxation of businesses and other tax laws, regulations or treaties or an adverse\ninterpretation of these items by tax authorities could adversely affect us, including by adversely impacting our effective tax rate and tax liability.”\nConsolidated Results of Operations\nFollowing is a discussion of our consolidated results of operations. For a more detailed discussion of the factors that affected the results of our four business segments\n(which are presented on a basis that deconsolidates the investment funds, eliminates non-controlling ownership interests in Blackstone’s consolidated operating partnerships and\nremoves the amortization of intangibles assets and Transaction-Related and Non-Recurring Items) in these periods, see “— Segment Analysis” below.\n \n93\nThe following table sets forth information regarding our consolidated results of operations and certain key operating metrics for the years ended December 31, 2023, 2022\nand 2021:\n \n \n \nYear Ended December 31,\n \n2023 vs. 2022\n  \n2022 vs. 2021\n \n \n2023\n \n2022\n \n2021\n \n$\n \n%\n  \n$\n \n%\n  \n \n \n(Dollars in Thousands)\nRevenues\n \n \n \n \n \n  \n \nManagement and Advisory Fees, Net\n $ 6,671,260  $ 6,303,315  $\n5,170,707  $\n367,945   \n6%   $\n1,132,608   \n22% \n  \nIncentive Fees\n  \n695,171   \n525,127   \n253,991   \n170,044   \n32%    \n271,136   107% \n  \nInvestment Income (Loss)\n \n \n \n \n \n  \n \nPerformance Allocations\n \n \n \n \n \n  \n \nRealized\n  \n2,223,841   \n5,381,640   \n5,653,452   (3,157,799)   -59%    \n(271,812)   \n-5% \nUnrealized\n  (1,691,668)   (3,435,056)   \n8,675,246   \n1,743,388   -51%    \n(12,110,302)   \nn/m \nPrincipal Investments\n \n \n \n \n \n  \n \nRealized\n  \n303,823   \n850,327   \n1,003,822   \n(546,504)   -64%    \n(153,495)   -15% \nUnrealized\n  \n(603,154)   (1,563,849)   \n1,456,201   \n960,695   -61%    \n(3,020,050)   \nn/m \n  \nTotal Investment Income\n  \n232,842   \n1,233,062   16,788,721   (1,000,220)   -81%    \n(15,555,659)   -93% \n  \nInterest and Dividend Revenue\n  \n516,497   \n271,612   \n160,643   \n244,885   \n90%    \n110,969   \n69% \nOther\n  \n(92,929)   \n184,557   \n203,086   \n(277,486)   \nn/m    \n(18,529)   \n-9% \n  \nTotal Revenues\n  \n8,022,841   \n8,517,673   22,577,148   \n(494,832)   \n-6%    \n(14,059,475)   -62% \n  \nExpenses\n \n \n \n \n \n  \n \nCompensation and Benefits\n \n \n \n \n \n  \n \nCompensation\n  \n2,785,447   \n2,569,780   \n2,161,973   \n215,667   \n8%    \n407,807   \n19% \nIncentive Fee Compensation\n  \n281,067   \n207,998   \n98,112   \n73,069   \n35%    \n109,886   112% \nPerformance Allocations Compensation\n \n \n \n \n \n  \n \nRealized\n  \n900,859   \n2,225,264   \n2,311,993   (1,324,405)   -60%    \n(86,729)   \n-4% \nUnrealized\n  \n(654,403)   (1,470,588)   \n3,778,048   \n816,185   -56%    \n(5,248,636)   \nn/m \n  \nTotal Compensation and Benefits\n  \n3,312,970   \n3,532,454   \n8,350,126   \n(219,484)   \n-6%    \n(4,817,672)   -58% \nGeneral, Administrative and Other\n  \n1,117,305   \n1,092,671   \n917,847   \n24,634   \n2%    \n174,824   \n19% \nInterest Expense\n  \n431,868   \n317,225   \n198,268   \n114,643   \n36%    \n118,957   \n60% \nFund Expenses\n  \n118,987   \n30,675   \n10,376   \n88,312   288%    \n20,299   196% \n  \nTotal Expenses\n  \n4,981,130   \n4,973,025   \n9,476,617   \n8,105   \n-    \n(4,503,592)   -48% \n  \nOther Income (Loss)\n \n \n \n \n \n  \n \nChange in Tax Receivable Agreement Liability\n  \n(27,196)   \n22,283   \n(2,759)   \n(49,479)   \nn/m    \n25,042   \nn/m \nNet Gains (Losses) from Fund Investment Activities\n  \n(56,801)   \n(105,142)   \n461,624   \n48,341   -46%    \n(566,766)   \nn/m \n  \nTotal Other Income (Loss)\n  \n(83,997)   \n(82,859)   \n458,865   \n(1,138)   \n1%    \n(541,724)   \nn/m \n  \nIncome Before Provision for Taxes\n  \n2,957,714   \n3,461,789   13,559,396   \n(504,075)   -15%    \n(10,097,607)   -74% \nProvision for Taxes\n  \n513,461   \n472,880   \n1,184,401   \n40,581   \n9%    \n(711,521)   -60% \n  \nNet Income\n  \n2,444,253   \n2,988,909   12,374,995   \n(544,656)   -18%    \n(9,386,086)   -76% \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities   \n(245,518)   \n(142,890)   \n5,740   \n(102,628)   \n72%    \n(148,630)   \nn/m \nNet Income Attributable to Non-Controlling Interests in Consolidated Entities\n  \n224,155   \n107,766   \n1,625,306   \n116,389   108%    \n(1,517,540)   -93% \nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings\n  \n1,074,736   \n1,276,402   \n4,886,552   \n(201,666)   -16%    \n(3,610,150)   -74% \n  \nNet Income Attributable to Blackstone Inc.\n $ 1,390,880  $ 1,747,631  $\n5,857,397  $\n(356,751)   -20%   $\n(4,109,766)   -70% \n  \n \nn/m Not meaningful.\n \n94\nYear Ended December 31, 2023 Compared to Year Ended December 31, 2022\nRevenues\nRevenues were $8.0 billion for the year ended December 31, 2023, a decrease of $494.8 million, compared to $8.5 billion for the year ended December 31, 2022. The\ndecrease in Revenues was primarily attributable to a decrease of $1.0 billion in Investment Income, which was composed of a decrease of $3.7 billion in Realized Investment\nIncome and an increase of $2.7 billion in Unrealized Investment Income, partially offset by an increase of $367.9 million in Management and Advisory Fees, Net.\nThe $3.7 billion decrease in Realized Investment Income was primarily attributable to lower realized gains in our Real Estate segment.\nThe $2.7 billion increase in Unrealized Investment Income was primarily attributable to lower net unrealized depreciation of investments in the year ended December 31,\n2023 compared to the year ended December 31, 2022. Principal drivers were:\n\n\n \n \n•\n \nAn increase of $1.8 billion in our Private Equity segment, primarily attributable to net unrealized appreciation of investments in Corporate Private Equity in the year\nended December 31, 2023 compared to net unrealized depreciation of investments in the year ended December 31, 2022. The carrying value of Corporate Private\nEquity increased 12.1% in the year ended December 31, 2023 compared to a decrease of 0.6% in the year ended December 31, 2022.\n \n•\n \nAn increase of $1.1 billion in our Credit & Insurance segment, primarily attributable to lower net unrealized depreciation of investments in our insurance platform in\nthe year ended December 31, 2023 compared to the year ended December 31, 2022.\n \n•\n \nA decrease of $524.1 million in our Real Estate segment, primarily attributable to lower appreciation in BREP and Core+ real estate in the year ended\nDecember 31, 2023 compared to the year ended December 31, 2022 and an unrealized loss on the liability related to the strategic ventures with UC Investments\n(defined herein). The carrying values of BREP and Core+ real estate decreased 6.3% and 4.3%, respectively, in the year ended December 31, 2023 compared to\nan increase of 7.1% and 10.3%, respectively, in the year ended December 31, 2022.\nThe $367.9 million increase in Management and Advisory Fees, Net was primarily due to increases in our Real Estate and Credit & Insurance segments of $220.3 million\nand $116.2 million, respectively. The increase in our Real Estate segment was primarily due to Fee-Earning Assets Under Management growth in BREP. The increase in our\nCredit & Insurance segment was primarily due to inflows from Fee-Earning Assets Under Management in direct lending.\nExpenses\nExpenses were $5.0 billion for the year ended December 31, 2023, an increase of $8.1 million, compared to the year ended December 31, 2022. The increase was primarily\nattributable to increases of $114.6 million in Interest Expense and $88.3 million in Fund Expenses, partially offset by a decrease of $219.5 million in Total Compensation and\nBenefits, which is primarily composed of a decrease of $508.2 million in Performance Allocations Compensation and an increase of $215.7 million in Compensation. The increase\nin Interest Expense was primarily due to an increase in borrowings. The increase in Fund Expenses was primarily due to an increase in interest expense in a consolidated private\nequity fund. The decrease in Performance Allocations Compensation was primarily due to the decrease in Investment Income, on which a portion of compensation is based. The\nincrease in Compensation was primarily due to the increase in Management and Advisory Fees, Net, on which a portion of compensation is based.\n \n95\nOther Income (Loss)\nOther Income (Loss) was $(84.0) million for the year ended December 31, 2023, a decrease of $1.1 million, compared to $(82.9) million for the year ended\nDecember 31, 2022. The decrease in Other Income (Loss) was due to a decrease of $49.5 million in Change in Tax Receivable Agreement Liability, partially offset by an increase\nof $48.3 million in Net Gains (Losses) from Fund Investment Activities.\nChanges to the Tax Receivable Agreement Liability are driven by the required remeasurement of the liability as a result of changes in expected future tax rates.\nThe increase in Net Gains (Losses) from Fund Investment Activities was principally driven by increases of $203.7 million and $121.7 million in our Private Equity and Hedge\nFund Solutions segments, respectively, partially offset by a decrease of $300.2 million in our Real Estate segment. The increases in our Private Equity and Hedge Fund Solutions\nsegments were primarily due to unrealized appreciation of investments in our consolidated Private Equity and Hedge Fund Solutions funds. The decrease in our Real Estate\nsegment was primarily due to realized losses and unrealized depreciation of investments in our consolidated funds.\nProvision (Benefit) for Taxes\nBlackstone’s Provision for Taxes for the year ended December 31, 2023 was $513.5 million, an increase of $40.6 million, compared to $472.9 million for the year ended\nDecember 31, 2022. This resulted in an effective tax rate of 17.4% and 13.7% based on our Income Before Provision for Taxes of $3.0 billion and $3.5 billion for the years ended\nDecember 31, 2023 and 2022, respectively.\nThe increase in Blackstone’s effective tax rate for the year ended December 31, 2023, compared to the year ended December 31, 2022, resulted primarily from an out-of-\nperiod adjustment recorded in December 31, 2022 to revise the book investment basis used to calculate deferred tax assets and the deferred tax provision.\nBlackstone had a corporate alternative minimum tax (“CAMT”) liability for the year ended December 31, 2023 as calculated pursuant to the Inflation Reduction Act.\nBlackstone will continue to assess the overall impact to its Provision for Income Tax upon the issuance of applicable additional guidance by the U.S. Treasury Department related\nto interpretations of CAMT. For the year ended December 31, 2023 there is no meaningful CAMT impact reflected in the Provision for Income Taxes given current year tax\npayments made under CAMT are permitted to be carried forward and used as credits in future years resulting in a deferred tax benefit.\nOn December 27, 2023, New York State finalized regulations with respect to various areas of its tax reform. The impact of the legislation has been considered and\nincorporated in the computation of the tax provision for the year ended December 31, 2023.\nAdditional information regarding our income taxes can be found in “— Item 8. Financial Statements and Supplementary Data — Notes to Consolidated Financial Statements\n— Note 15. Income Taxes” of this filing.\nNon-Controlling Interests in Consolidated Entities\nThe Net Income Attributable to Redeemable Non-Controlling Interests in Consolidated Entities and Net Income Attributable to Non-Controlling Interests in Consolidated\nEntities is attributable to the consolidated Blackstone Funds. The amounts of these items vary directly with the performance of the consolidated Blackstone Funds and largely\neliminate the amount of Other Income (Loss) — Net Gains (Losses) from Fund Investment Activities from the Net Income (Loss) Attributable to Blackstone Inc.\nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings is derived from the Income Before Provision (Benefit) for Taxes at the Blackstone Holdings level,\nexcluding the Net Gains (Losses) from Fund Investment Activities and the percentage allocation of the income between Blackstone personnel and others who are limited partners\nof Blackstone Holdings and Blackstone after considering any contractual arrangements that govern the allocation of income such as fees allocable to Blackstone.\n \n96\nFor the years ended December 31, 2023 and 2022, the Net Income Before Taxes allocated to Blackstone personnel and others who are limited partners of Blackstone\nHoldings was 39.2% and 39.7%, respectively. The decrease of 0.5% was primarily due to the conversion of Blackstone Holdings Partnership Units to shares of common stock and\nthe vesting of shares of common stock.\nThe Other Income (Loss) — Change in Tax Receivable Agreement Liability was entirely allocated to Blackstone Inc.\nOperating Metrics\nTotal and Fee-Earning Assets Under Management\nThe following graphs and tables summarize the Fee-Earning Assets Under Management by Segment and Total Assets Under Management by Segment, followed by a\nrollforward of activity for the years ended December 31, 2023, 2022 and 2021. For a description of how Assets Under Management and Fee-Earning Assets Under Management\nare determined, please see “— Key Financial Measures and Indicators — Operating Metrics — Total and Fee-Earning Assets Under Management.”\n \n97\n\n\n \nNote: Totals may not add due to rounding.\n \n98\n \n \nYear Ended December 31,\n \n \n2023\n \n2022\n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit & \nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \n \n(Dollars in Thousands)\nFee-Earning Assets Under Management \n \n \n \n \n \n \n \n \n \nBalance, Beginning of Period\n $\n281,967,153 \n $\n167,082,852 \n $\n198,162,931 \n $\n71,173,952 \n $\n718,386,888 \n $\n221,476,699 \n $\n156,556,959 \n $\n197,900,832 \n $\n74,034,568 \n $\n649,969,058 \nInflows (a)\n  \n60,404,380 \n  \n8,354,796 \n  \n43,049,516 \n  \n7,543,408 \n  \n119,352,100 \n  \n98,569,361 \n  \n20,408,720 \n  \n43,116,181 \n  \n10,175,526 \n  \n172,269,788 \nOutflows (b)\n  \n(18,176,929)   \n(737,831)   \n(13,525,080)   \n(9,422,647)   \n(41,862,487)   \n(20,168,572)   \n(3,799,650)   \n(22,426,317)   \n(11,698,834)   \n(58,093,373) \nNet Inflows (Outflows)\n  \n42,227,451 \n  \n7,616,965 \n  \n29,524,436 \n  \n(1,879,239)   \n77,489,613 \n  \n78,400,789 \n  \n16,609,070 \n  \n20,689,864 \n  \n(1,523,308)   \n114,176,415 \nRealizations (c)\n  \n(20,266,342)   \n(8,693,829)   \n(13,454,682)   \n(3,186,119)   \n(45,600,972)   \n(22,661,825)   \n(9,111,472)   \n(8,644,654)   \n(1,988,241)   \n(42,406,192) \nMarket Activity (d)(g)\n  \n(5,038,787)   \n2,614,557 \n  \n9,611,399 \n  \n5,145,204 \n  \n12,332,373 \n  \n4,751,490 \n  \n3,028,295 \n  \n(11,783,111)   \n650,933 \n  \n(3,352,393) \nBalance, End of Period (e)\n $\n298,889,475 \n $\n168,620,545 \n $\n223,844,084 \n $\n71,253,798 \n $\n762,607,902 \n $\n281,967,153 \n $\n167,082,852 \n $\n198,162,931 \n $\n71,173,952 \n $\n718,386,888 \nIncrease (Decrease)\n $\n16,922,322 \n $\n1,537,693 \n $\n25,681,153 \n $\n79,846 \n $\n44,221,014 \n $\n60,490,454 \n $\n10,525,893 \n $\n262,099 \n $\n(2,860,616)  $\n68,417,830 \nIncrease (Decrease)\n  \n6%   \n1%   \n13%   \n—  \n  \n6%   \n27%   \n7%   \n—  \n  \n-4%   \n11% \nAnnualized Base Management Fee\nRate (f)\n  \n0.97%   \n1.08%   \n0.64%   \n0.74%   \n0.88%   \n0.97%   \n1.10%   \n0.62%   \n0.77%   \n0.88% \n \n \n \nYear Ended December 31,\n  \n  \n  \n  \n  \n \n \n2021\n  \n  \n  \n  \n  \n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit & \nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n  \n  \n  \n  \n  \n \n \n(Dollars in Thousands)\n  \n  \n  \n  \n  \nFee-Earning Assets Under Management \n \n \n \n \n \n \n \n \n \nBalance, Beginning of Period\n $ 149,121,461 \n $ 129,539,630 \n $ 116,645,413 \n $\n74,126,610 \n $ 469,433,114 \n \n \n \n \n \nInflows (a)\n  \n73,051,751 \n  \n37,527,024 \n  103,311,869 \n  \n10,656,310 \n  224,546,954 \n \n \n \n \n \nOutflows (b)\n  \n(3,092,934)   \n(3,693,890)   \n(11,948,060)   \n(14,704,010)   \n(33,438,894)  \n \n \n \n \nNet Inflows (Outflows)\n  \n69,958,817 \n  \n33,833,134 \n  \n91,363,809 \n  \n(4,047,700)   191,108,060 \n \n \n \n \n \nRealizations (c)\n  \n(14,210,387)   \n(13,187,981)   \n(12,775,234)   \n(1,569,057)   \n(41,742,659)  \n \n \n \n \nMarket Activity (d)(g)\n  \n16,606,808 \n  \n6,372,176 \n  \n2,666,844 \n  \n5,524,715 \n  \n31,170,543 \n                                                                                          \nBalance, End of Period (e)\n $ 221,476,699 \n $ 156,556,959 \n $ 197,900,832 \n $\n74,034,568 \n $ 649,969,058 \n \n \n \n \n \nIncrease (Decrease)\n $\n72,355,238 \n $\n27,017,329 \n $\n81,255,419 \n $\n(92,042)  $ 180,535,944 \n \n \n \n \n \nIncrease\n  \n49%   \n21%   \n70%   \n—  \n  \n38%  \n \n \n \n \nAnnualized Base Management Fee\nRate (f)\n  \n1.09%   \n1.10%   \n0.55%   \n0.86%   \n0.92%  \n \n \n \n \n \n99\n \n \nYear Ended December 31,\n \n \n2023\n \n2022\n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit & \nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \nReal Estate\n \nPrivate \nEquity\n \nCredit & \nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n \n \n(Dollars in Thousands)\nTotal Assets Under Management\n \n \n \n \n \n \n \n \n \n \nBalance, Beginning of Period\n $\n326,146,904 \n $\n288,902,142 \n $\n279,908,030 \n $\n79,716,001 \n $\n974,673,077 \n $\n279,474,105 \n $\n261,471,007 \n $\n258,622,467 \n $\n81,334,141 \n $\n880,901,720 \nInflows (a)\n  \n53,922,506 \n  \n23,797,324 \n  \n62,498,168 \n  \n8,300,415 \n  \n148,518,413 \n  \n90,199,877 \n  \n52,706,725 \n  \n72,038,472 \n  \n11,094,365 \n  \n226,039,439 \nOutflows (b)\n  \n(15,642,086)   \n(3,085,260)   \n(17,213,852)   \n(9,776,780)   \n(45,717,978)   \n(13,577,103)   \n(3,989,728)   \n(22,995,061)   \n(11,499,687)   \n(52,061,579) \nNet Inflows (Outflows)\n  \n38,280,420 \n  \n20,712,064 \n  \n45,284,316 \n  \n(1,476,365)   \n102,800,435 \n  \n76,622,774 \n  \n48,716,997 \n  \n49,043,411 \n  \n(405,322)   \n173,977,860 \nRealizations (c)\n  \n(18,744,078)   \n(23,228,649)   \n(20,368,540)   \n(3,349,572)   \n(65,690,839)   \n(37,061,836)   \n(24,235,386)   \n(18,352,741)   \n(2,117,677)   \n(81,767,640) \nMarket Activity (d)(h)\n  \n(8,743,150)   \n17,652,664 \n  \n14,091,870 \n  \n5,408,390 \n  \n28,409,774 \n  \n7,111,861 \n  \n2,949,524 \n  \n(9,405,107)   \n904,859 \n  \n1,561,137 \nBalance, End of Period (e)\n $\n336,940,096 \n $\n304,038,221 \n $\n318,915,676 \n $\n80,298,454 \n $1,040,192,447 \n $\n326,146,904 \n $\n288,902,142 \n $\n279,908,030 \n $\n79,716,001 \n $\n974,673,077 \nIncrease (Decrease)\n $\n10,793,192 \n $\n15,136,079 \n $\n39,007,646 \n $\n582,453 \n $\n65,519,370 \n $\n46,672,799 \n $\n27,431,135 \n $\n21,285,563 \n $\n(1,618,140)  $\n93,771,357 \nIncrease (Decrease)\n  \n3%   \n5%   \n14%   \n1%   \n7%   \n17%   \n10%   \n8%   \n-2%   \n11% \n \n \n \nYear Ended December 31,\n  \n  \n  \n  \n  \n \n \n2021\n  \n  \n  \n  \n  \n \n \nReal Estate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\n  \n  \n  \n  \n  \n \n \n(Dollars in Thousands)\n  \n  \n  \n  \n  \nTotal Assets Under Management\n \n \n \n \n \n \n \n \n \n \nBalance, Beginning of Period\n $ 187,191,247 \n $ 197,549,222 \n $ 154,393,590 \n $\n79,422,869 \n $ 618,556,928 \n \n \n \n \n \nInflows (a)\n  \n75,257,777 \n  \n53,858,227 \n  129,433,685 \n  \n11,921,965 \n  270,471,654 \n \n \n \n \n \nOutflows (b)\n  \n(5,145,881)   \n(2,969,032)   \n(13,411,898)   \n(14,562,917)   \n(36,089,728)                                                                                           \nNet Inflows (Outflows)\n  \n70,111,896 \n  \n50,889,195 \n  116,021,787 \n  \n(2,640,952)   234,381,926 \n \n \n \n \n \nRealizations (c)\n  \n(19,490,016)   \n(36,616,307)   \n(19,475,414)   \n(1,627,766)   \n(77,209,503)  \n \n \n \n \nMarket Activity (d)(h)\n  \n41,660,978 \n  \n49,648,897 \n  \n7,682,504 \n  \n6,179,990 \n  105,172,369 \n \n \n \n \n \nBalance, End of Period (e)\n $ 279,474,105 \n $ 261,471,007 \n $ 258,622,467 \n $\n81,334,141 \n $ 880,901,720 \n \n \n \n \n \n\n\nIncrease\n $\n92,282,858 \n $\n63,921,785 \n $ 104,228,877 \n $\n1,911,272 \n $ 262,344,792 \n \n \n \n \n \nIncrease\n  \n49%   \n32%   \n68%   \n2%   \n42%  \n \n \n \n \n \n100\n \n(a)\nInflows include contributions, capital raised, other increases in available capital (recallable capital and increased side-by-side commitments), purchases, inter-segment\nallocations and acquisitions.\n(b)\nOutflows represent redemptions, client withdrawals and decreases in available capital (expired capital, expense drawdowns and decreased side-by-side commitments).\n(c)\nRealizations represent realization proceeds from the disposition or other monetization of assets, current income or capital returned to investors from CLOs.\n(d)\nMarket activity includes realized and unrealized gains (losses) on portfolio investments and the impact of foreign exchange rate fluctuations.\n(e)\nTotal and Fee-Earning Assets Under Management are reported in the segment where the assets are managed.\n(f)\nAnnualized Base Management Fee Rate represents annualized year to date Base Management Fee divided by the average of the beginning of year and each quarter end’s\nFee-Earning Assets Under Management in the reporting period.\n(g)\nFor the year ended December 31, 2023, the impact to Fee-Earning Assets Under Management from foreign exchange rate fluctuations was $1.6 billion, $102.4 million,\n$1.0 billion, $231.2 million, and $3.0 billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund Solutions and Total segments, respectively. For the year\nended December 31, 2022, the impact to Fee-Earning Assets Under Management from foreign exchange rate fluctuations was $(3.5) billion, $(123.5) million, $(1.7) billion,\n$(573.2) million and $(5.9) billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund Solutions and Total segments, respectively. For the year ended\nDecember 31, 2021, such impact was $(2.1) billion, $(1.1) billion and $(3.2) billion for the Real Estate, Credit & Insurance and Total segments, respectively.\n(h)\nFor the year ended December 31, 2023, the impact to Total Assets Under Management from foreign exchange rate fluctuations was $2.2 billion, $1.1 billion, $1.1 billion,\n$241.2 million, and $4.6 billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund Solutions and Total segments, respectively. For the year ended\nDecember 31, 2022, the impact to Total Assets Under Management from foreign exchange rate fluctuations was $(6.6) billion, $(1.5) billion, $(2.1) billion, $(571.4) million\nand $(10.8) billion for the Real Estate, Private Equity, Credit & Insurance, Hedge Fund Solutions and Total segments, respectively. For the year ended December 31, 2021,\nsuch impact was $(3.2) billion, $(1.2) billion, $(1.2) billion and $(5.6) billion for the Real Estate, Private Equity, Credit & Insurance and Total segments, respectively.\nFee-Earning Assets Under Management\nFee-Earning Assets Under Management were $762.6 billion at December 31, 2023, an increase of $44.2 billion compared to $718.4 billion at December 31, 2022. The net\nincrease was due to:\n \n \n•\n \nIn our Real Estate segment, an increase of $16.9 billion from $282.0 billion at December 31, 2022 to $298.9 billion at December 31, 2023. The net increase was due\nto inflows of $60.4 billion, offset by realizations of $20.3 billion, outflows of $18.2 billion and market depreciation of $5.0 billion.\n \n \no\nInflows were driven by $33.0 billion from BREDS, $15.8 billion from BREIT and $9.1 billion from BREP and co-investment. BREDS inflows primarily related to\n$17.3 billion from a fee-paying joint venture with the Federal Deposit Insurance Corporation to acquire the Signature Bank commercial senior mortgage loan\nportfolio (the “Signature transaction”) and $12.5 billion from allocations of insurance capital. BREIT inflows included $4.5 billion from the Regents of the\nUniversity of California (“UC Investments”) in the first quarter of 2023. BREP and co-investment inflows were primarily driven by the commencement of the\ninvestment period for the seventh European opportunistic fund.\n \no\nRealizations were driven by $9.9 billion from BREIT, $4.8 billion from BREDS, $3.5 billion from BREP and co-investment and $2.0 billion from BPP and co-\ninvestment.\n \n101\n \no\nOutflows were driven by $13.3 billion from BREIT, reflecting repurchases, and $3.6 billion from BREP and co-investment, due to remaining uninvested\nreserves at the end of BREP Europe VI’s investment period.\n \no\nMarket depreciation was driven by depreciation of $5.0 billion primarily from BPP and co-investment (which reflected $1.1 billion of foreign exchange\nappreciation).\nFee-Earning Assets Under Management inflows and outflows in BREP exceeds the Total Assets Under Management inflows and outflows due to the\ncommencement of the investment period for the seventh European opportunistic fund and the termination of the investment period for BREP Europe VI in\nSeptember 2023. Fee-Earning Assets Under Management inflows are reported when a fund’s investment period commences, whereas Total Assets Under\nManagement inflows are reported at each fund closing. Fee-Earning Assets Under Management outflows include the change in fee base within BREP Europe\nVI from committed capital to invested capital.\nFee-Earning Assets Under Management inflows in BREDS exceeds the Total Assets Under Management inflows due to the impact of the Signature\ntransaction. Fee-Earning Assets Under Management inflows include the gross outstanding principal balance of the investments in the Signature transaction,\nwhereas Total Assets Under Management inflows include each joint venture partner’s ownership interest at fair value.\n \n \n•\n \nIn our Private Equity segment, an increase of $1.5 billion from $167.1 billion at December 31, 2022 to $168.6 billion at December 31, 2023. The net increase was\ndue to inflows of $8.4 billion and market appreciation of $2.6 billion, offset by realizations of $8.7 billion and outflows of $737.8 million.\n \n \no\nInflows were driven by $3.6 billion from BIP, $2.6 billion from Tactical Opportunities and $2.0 billion from Strategic Partners.\n \no\nMarket appreciation was driven by appreciation of $2.5 billion from BIP (which reflected $111.1 million of foreign exchange appreciation).\n \no\nRealizations were driven by $3.6 billion from Corporate Private Equity, $2.0 billion from Tactical Opportunities and $1.9 billion from Strategic Partners.\n \no\nOutflows were driven by $441.5 million from BTAS and $259.0 million from Tactical Opportunities.\n \n \n•\n \nIn our Credit & Insurance segment, an increase of $25.7 billion from $198.2 billion at December 31, 2022 to $223.8 billion at December 31, 2023. The net increase\nwas due to inflows of $43.0 billion and market appreciation of $9.6 billion, offset by outflows of $13.5 billion and realizations of $13.5 billion.\n \n \no\nInflows were driven by $15.1 billion from liquid credit strategies, $15.1 billion from direct lending and $4.2 billion from asset based finance.\n \no\nMarket appreciation was driven by appreciation of $4.6 billion from liquid credit strategies (which reflected $814.2 million of foreign exchange appreciation) and\n$4.2 billion from direct lending (which reflected $227.7 million of foreign exchange appreciation).\n \no\nOutflows were driven by $7.0 billion from liquid credit strategies and $4.2 billion from direct lending.\n \no\nRealizations were driven by $5.3 billion from direct lending, $3.4 billion from liquid credit strategies and $1.9 billion from mezzanine funds.\n \n102\n \n•\n \nIn our Hedge Fund Solutions segment, a increase of $79.8 million from $71.2 billion at December 31, 2022 to $71.3 billion at December 31, 2023. The net increase\nwas due to inflows of $7.5 billion and market appreciation of $5.1 billion, offset by outflows of $9.4 billion and realizations of $3.2 billion.\n \n \no\nInflows were driven by $4.3 billion from liquid and specialized solutions, $2.8 billion from customized solutions and $468.8 million from commingled products.\n \no\nMarket appreciation was driven by appreciation of $2.4 billion from customized solutions (which reflected $41.4 million of foreign exchange depreciation),\n$1.9 billion from liquid and specialized solutions (which reflected $7.1 million of foreign exchange appreciation) and $889.9 million from commingled products\n(which reflected $265.5 million of foreign exchange appreciation).\n \no\nOutflows were driven by $3.6 billion from customized solutions, $3.0 billion from commingled products and $2.7 billion from liquid and specialized solutions.\n \no\nRealizations were driven by $3.1 billion from liquid and specialized solutions.\nTotal Assets Under Management\nTotal Assets Under Management were $1,040.2 billion at December 31, 2023, an increase of $65.5 billion compared to $974.7 billion at December 31, 2022. The net\nincrease was due to:\n \n \n•\n \nIn our Real Estate segment, an increase of $10.8 billion from $326.1 billion at December 31, 2022 to $336.9 billion at December 31, 2023. The net increase was\ndue to inflows of $53.9 billion, offset by realizations of $18.7 billion, outflows of $15.6 billion and market depreciation of $8.7 billion.\n \n\n\n \no\nInflows were driven by $28.3 billion from BREDS, $15.8 billion from BREIT and $8.5 billion from BREP and co-investment. BREDS inflows were primarily\nrelated to $10.5 billion from the Signature transaction and $13.1 billion from allocations of insurance capital. BREIT inflows included $4.5 billion from UC\nInvestments. BREP and co-investment inflows were driven by fundraising for the seventh European opportunistic fund and BREP X.\n \no\nRealizations were driven by $9.9 billion from BREIT, $3.4 billion from BREDS, $3.3 billion from BREP and co-investment and $2.0 billion from BPP and co-\ninvestment.\n \no\nOutflows were driven by $13.3 billion from BREIT, reflecting repurchases.\n \no\nMarket depreciation was driven by depreciation of $5.3 billion from BPP and co-investment (which reflected $1.2 billion of foreign exchange appreciation) and\ndepreciation of $3.8 billion from BREP and co-investment (which reflected $759.0 million of foreign exchange appreciation), partially offset by appreciation of\n$983.5 million from BREDS (which reflected $66.1 million of foreign exchange appreciation).\n \n \n•\n \nIn our Private Equity segment, an increase of $15.1 billion from $288.9 billion at December 31, 2022 to $304.0 billion at December 31, 2023. The net increase was\ndue to inflows of $23.8 billion and market appreciation of $17.7 billion, offset by realizations of $23.2 billion and outflows of $3.1 billion.\n \n \no\nInflows were driven by $9.2 billion from Corporate Private Equity, $5.8 billion from Strategic Partners, $3.8 billion from Tactical Opportunities and $3.4 billion\nfrom BIP.\n \no\nMarket appreciation was driven by appreciation of $10.6 billion from Corporate Private Equity (which reflected $750.2 million of foreign exchange appreciation)\nand $3.2 billion from BIP (which reflected $116.1 million of foreign exchange appreciation).\n \no\nRealizations were driven by $12.4 billion from Corporate Private Equity and $5.3 billion from Strategic Partners.\n \no\nOutflows were driven by $1.7 billion from Strategic Partners, $558.8 million from Corporate Private Equity and $417.1 million from Tactical Opportunities.\n \n103\n \n•\n \nIn our Credit & Insurance segment, an increase of $39.0 billion from $279.9 billion at December 31, 2022 to $318.9 billion at December 31, 2023. The net increase\nwas due to inflows of $62.5 billion and market appreciation of $14.1 billion, offset by realizations of $20.4 billion and outflows of $17.2 billion.\n \n \no\nInflows were driven by $24.6 billion from direct lending, $15.2 billion from liquid credit strategies, $9.6 billion from our insurance platform and $6.1 billion from\nasset based finance.\n \no\nMarket appreciation was driven by appreciation of $5.5 billion from direct lending (which reflected $228.4 million of foreign exchange appreciation), $4.8 billion\nfrom liquid credit strategies (which reflected $829.2 million of foreign exchange appreciation) and $1.1 billion from MLP strategies.\n \no\nRealizations were driven by $8.7 billion from direct lending, $3.4 billion from mezzanine funds and $3.4 billion from liquid credit strategies.\n \no\nOutflows were driven by $7.8 billion from liquid credit strategies and $5.5 billion from direct lending.\n \n \n•\n \nIn our Hedge Fund Solutions segment, an increase of $582.5 million from $79.7 billion at December 31, 2022 to $80.3 billion at December 31, 2023. The net\nincrease was due to inflows of $8.3 billion and market appreciation of $5.4 billion, offset by outflows of $9.8 billion and realizations of $3.3 billion.\n \n \no\nInflows were driven by $4.8 billion from liquid and specialized solutions, $2.9 billion from customized solutions and $546.2 million from commingled products.\n \no\nMarket appreciation was driven by appreciation of $2.3 billion from customized solutions (which reflected $42.7 million of foreign exchange depreciation),\n$2.0 billion from liquid and specialized solutions (which reflected $8.7 million of foreign exchange appreciation) and $1.1 billion from commingled products\n(which reflected $275.3 million of foreign exchange appreciation).\n \no\nOutflows were driven by $3.7 billion from customized solutions, $3.2 billion from commingled products and $2.9 billion from liquid and specialized solutions.\n \no\nRealizations were driven by $3.2 billion from liquid and specialized solutions.\nTotal Assets Under Management inflows in Corporate Private Equity exceed the Fee-Earning Assets Under Management inflows primarily due to the closings of BCP IX and\nBETP IV and capital raised in co-investments in the year ended December 31, 2023. Fee-Earning Assets Under Management inflows are reported when a fund’s investment\nperiod commences or fee-earning co-investment capital is raised, whereas Total Assets Under Management activity is reported at each fund closing or when co-investment\ncapital is raised.\nTotal Assets Under Management realizations in our BREP and co-investment funds and our Private Equity segment generally represents the total proceeds and typically\nexceeds the Fee-Earning Assets Under Management realizations. Fee-Earning Assets Under Management generally represents only the invested capital.\nFee-Earning Assets Under Management in Corporate Private Equity is reported based on committed or remaining invested capital, whereas Total Assets Under\nManagement is reported based on fair value and remaining available capital. Total Assets Under Management market activity therefore exceeds Fee-Earning Assets Under\nManagement market activity.\nTotal Assets Under Management inflows in our Credit & Insurance segment direct lending funds exceed the Fee-Earning Assets Under Management inflows because Total\nAssets Under Management inflows are reported at their gross value while, for certain funds, Fee-Earning Assets Under Management are reported as net assets, which is the\nbasis on which fees are charged.\n \n104\nDry Powder\nThe following presents our Dry Powder as of December 31 of each year:\n \n \nNote:  Totals may not add due to rounding.\n(a)\nRepresents illiquid drawdown funds, a component of Perpetual Capital and fee-paying co-investments; includes fee-paying third party capital as well as general partner and\nemployee capital that does not earn fees. Amounts are reduced by outstanding capital commitments, for which capital has not yet been invested.\nNet Accrued Performance Revenues\n\n\nThe following table presents the Accrued Performance Revenues, net of performance compensation, of the Blackstone Funds as of December 31, 2023 and 2022. Net\nAccrued Performance Revenues presented do not include clawback amounts, if any, which are disclosed in Note 19. “Commitments and Contingencies — Contingencies —\nContingent Obligations (Clawback)” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing. See “— Non-\nGAAP Financial Measures” for our reconciliation of Net Accrued Performance Revenues.\n \n105\n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n  \n \n  \n(Dollars in Millions)\nReal Estate\n  \n  \nBREP IV\n  \n$\n2   \n$\n6 \nBREP V\n  \n \n4   \n \n4 \nBREP VI\n  \n \n1   \n \n21 \nBREP VII\n  \n \n—   \n \n115 \nBREP VIII\n  \n \n572   \n \n749 \nBREP IX\n  \n \n744   \n \n1,011 \nBREP Europe IV\n  \n \n5   \n \n48 \nBREP Europe V\n  \n \n—   \n \n44 \nBREP Europe VI\n  \n \n104   \n \n49 \nBREP Asia I\n  \n \n92   \n \n108 \nBREP Asia II\n  \n \n—   \n \n119 \nBPP\n  \n \n129   \n \n633 \nBREDS\n  \n \n32   \n \n11 \nBTAS\n  \n \n2   \n \n25 \n  \n  \nTotal Real Estate (a)\n  \n \n1,687   \n \n2,944 \n  \n  \nPrivate Equity\n  \n  \nBCP IV\n  \n \n—   \n \n6 \nBCP V\n  \n \n17   \n \n20 \nBCP VI\n  \n \n340   \n \n459 \nBCP VII\n  \n \n839   \n \n870 \nBCP VIII\n  \n \n366   \n \n256 \nBCP Asia I\n  \n \n149   \n \n144 \nBCP Asia II\n  \n \n32   \n \n— \nBEP I\n  \n \n25   \n \n37 \nBEP II\n  \n \n78   \n \n27 \nBEP III\n  \n \n203   \n \n136 \nBCEP I\n  \n \n234   \n \n205 \nTactical Opportunities\n  \n \n229   \n \n234 \nStrategic Partners\n  \n \n478   \n \n512 \nBIP\n  \n \n333   \n \n193 \nBXLS\n  \n \n82   \n \n25 \nBTAS/Other\n  \n \n173   \n \n174 \n  \n  \nTotal Private Equity (a)\n  \n \n3,581   \n \n3,298 \n  \n  \nCredit & Insurance\n  \n \n286   \n \n312 \n  \n  \nHedge Fund Solutions\n  \n \n281   \n \n282 \n  \n  \nTotal Blackstone Net Accrued Performance Revenues\n  \n$\n5,835   \n$\n6,835 \n  \n  \n \nNote:  Totals may not add due to rounding.\n(a)\nReal Estate and Private Equity include co-investments, as applicable\nFor the year ended December 31, 2023, Net Accrued Performance Revenues receivable decreased due to net realized distributions of $1.8 billion, partially offset by Net\nPerformance Revenues of $765.7 million.\n \n106\nInvested Performance Eligible Assets Under Management\nThe following presents our Invested Performance Eligible Assets Under Management as of December 31 of each year:\n \n\n\n \nNote:  Totals may not add due to rounding.\n \n107\nPerpetual Capital\nThe following presents our Perpetual Capital Total Assets Under Management as of December 31 of each year:\n \n \nNote:  Totals may not add due to rounding.\nPerpetual Capital Total Assets Under Management were $396.3 billion as of December 31, 2023, an increase of $25.2 billion, compared to $371.1 billion as of\nDecember 31, 2022. Perpetual Capital Total Assets Under Management in our Credit & Insurance and Private Equity segments increased $22.2 billion and $6.6 billion,\nrespectively. Principal drivers of these increases were:\n \n \n•\n \nIn our Credit & Insurance segment, growth in insurance capital and BCRED resulted in increases of $14.8 billion and $5.9 billion, respectively.\n \n•\n \nIn our Private Equity segment, growth in BIP resulted in an increase of $5.6 billion.\n \n108\nInvestment Records\nFund returns information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods\npresented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone and is also not necessarily indicative\nof the future performance of any particular fund. An investment in Blackstone is not an investment in any of our funds. There can be no assurance that any of our funds or our\nother existing and future funds will achieve similar returns.\n\n\nThe following tables present the investment record of our significant carry/drawdown funds and selected perpetual capital strategies from inception through\nDecember 31, 2023:\n \n109\nCarry/Drawdown Funds\n \nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n Beginning Date / Ending Date) (a)\n  \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC (c)\n  \nValue\n  \nMOIC (c)\n  \nRealized\n \nTotal\n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nReal Estate\n \nPre-BREP\n  $\n140,714   $\n—   $\n—    \nn/a    \n— \n $\n345,190    \n2.5x   $\n345,190    \n2.5x    \n33%   \n33% \nBREP I (Sep 1994 / Oct 1996)\n   \n380,708    \n—    \n—    \nn/a    \n— \n  \n1,327,708    \n2.8x    \n1,327,708    \n2.8x    \n40%   \n40% \nBREP II (Oct 1996 / Mar 1999)\n   \n1,198,339    \n—    \n—    \nn/a    \n— \n  \n2,531,614    \n2.1x    \n2,531,614    \n2.1x    \n19%   \n19% \nBREP III (Apr 1999 / Apr 2003)\n   \n1,522,708    \n—    \n—    \nn/a    \n— \n  \n3,330,406    \n2.4x    \n3,330,406    \n2.4x    \n21%   \n21% \nBREP IV (Apr 2003 / Dec 2005)\n   \n2,198,694    \n—    \n1,983    \nn/a    \n— \n  \n4,666,129    \n1.7x    \n4,668,112    \n1.7x    \n12%   \n12% \nBREP V (Dec 2005 / Feb 2007)\n   \n5,539,418    \n—    \n6,226    \nn/a    \n— \n  \n13,463,448    \n2.3x    \n13,469,674    \n2.3x    \n11%   \n11% \nBREP VI (Feb 2007 / Aug 2011)\n   \n11,060,122    \n—    \n5,797    \nn/a    \n— \n  \n27,758,980    \n2.5x    \n27,764,777    \n2.5x    \n13%   \n13% \nBREP VII (Aug 2011 / Apr 2015)\n   \n13,502,690    \n1,284,421    \n2,000,250    \n0.6x    \n— \n  \n28,399,471    \n2.3x    \n30,399,721    \n1.9x    \n20%   \n14% \nBREP VIII (Apr 2015 / Jun 2019)\n   \n16,601,896    \n2,126,652    \n12,577,721    \n1.5x    \n1%   \n21,833,202    \n2.4x    \n34,410,923    \n1.9x    \n25%   \n14% \nBREP IX (Jun 2019 / Aug 2022)\n   \n21,346,598    \n3,379,621    \n24,992,884    \n1.4x    \n1%   \n8,549,345    \n2.2x    \n33,542,229    \n1.5x    \n59%   \n17% \n*BREP X (Aug 2022 / Feb 2028)\n   \n30,498,731    \n28,234,499    \n2,477,931    \n1.1x    \n32%   \n—    \nn/a    \n2,477,931    \n1.1x    \nn/m   \nn/m \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Global BREP\n  $ 103,990,618   $\n35,025,193   $\n42,062,792    \n1.3x    \n3%  $ 112,205,493    \n2.3x   $ 154,268,285    \n1.9x    \n17%   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nBREP Int’l (Jan 2001 / Sep 2005)\n  €\n824,172   €\n—   €\n—    \nn/a    \n— \n €\n1,373,170    \n2.1x   €\n1,373,170    \n2.1x    \n23%   \n23% \nBREP Int’l II (Sep 2005 / Jun 2008) (e)\n   \n1,629,748    \n—    \n—    \nn/a    \n— \n  \n2,583,032    \n1.8x    \n2,583,032    \n1.8x    \n8%   \n8% \nBREP Europe III (Jun 2008 / Sep 2013)\n   \n3,205,420    \n393,185    \n159,016    \n0.3x    \n— \n  \n5,856,192    \n2.4x    \n6,015,208    \n2.0x    \n18%   \n13% \nBREP Europe IV (Sep 2013 / Dec 2016)\n   \n6,674,949    \n1,280,424    \n1,084,235    \n0.8x    \n— \n  \n9,982,474    \n1.9x    \n11,066,709    \n1.7x    \n19%   \n12% \nBREP Europe V (Dec 2016 / Oct 2019)\n   \n7,979,853    \n1,121,512    \n4,589,558    \n0.9x    \n— \n  \n6,696,771    \n3.9x    \n11,286,329    \n1.6x    \n41%   \n9% \nBREP Europe VI (Oct 2019 / Sep 2023)\n   \n10,033,576    \n3,387,193    \n7,974,065    \n1.2x    \n— \n  \n3,427,886    \n2.6x    \n11,401,951    \n1.4x    \n72%   \n16% \n*BREP Europe VII (Sep 2023 / Mar 2029)\n   \n5,097,875    \n4,730,274    \n367,601    \n1.0x    \n— \n  \n—    \nn/a    \n367,601    \n1.0x    \nn/a   \nn/a \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal BREP Europe\n  €\n35,445,593   €\n10,912,588   €\n14,174,475    \n1.0x    \n— \n €\n29,919,525    \n2.3x   €\n44,094,000    \n1.6x    \n17%   \n11% \n  \n  \n  \n  \n  \n  \n  \n  \n  \ncontinued...\n \n110\nFund (Investment Period\n  \nCommitted\n  \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\nBeginning Date / Ending Date) (a)   \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC (c)\n  \nValue\n  \nMOIC (c)\n  \nRealized\n \nTotal\n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nReal Estate (continued)\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nBREP Asia I (Jun 2013 / Dec 2017)   $\n4,262,075   $\n898,228   $\n1,640,959    \n1.6x    \n24%  $\n7,018,318    \n1.9x   $\n8,659,277    \n1.9x    \n16%   \n12% \nBREP Asia II (Dec 2017 / Mar 2022)   \n7,354,782    \n1,310,674    \n6,783,639    \n1.2x    \n4%   \n1,670,209    \n1.9x    \n8,453,848    \n1.3x    \n32%   \n6% \n*BREP Asia III (Mar 2022 / Sep\n2027)\n   \n8,225,044    \n6,877,915    \n1,241,164    \n1.0x    \n— \n  \n—    \nn/a    \n1,241,164    \n1.0x    \nn/a   \n-21% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal BREP Asia\n   \n19,841,901    \n9,086,817    \n9,665,762    \n1.2x    \n7%   \n8,688,527    \n1.9x    \n18,354,289    \n1.5x    \n17%   \n9% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nBREP Co-Investment (f)\n   \n7,308,836    \n40,457    \n918,951    \n2.0x    \n— \n  \n15,219,149    \n2.2x    \n16,138,100    \n2.2x    \n16%   \n16% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal BREP\n  $\n172,853,680   $\n56,150,637   $\n68,646,642    \n1.2x    \n3%  $\n172,689,772    \n2.3x   $\n241,336,414    \n1.8x    \n17%   \n14% \n  \n  \n  \n  \n  \n  \n  \n  \n  \n*BREDS High-Yield (Various) (g)\n   \n24,060,116    \n8,065,536    \n5,916,743    \n1.0x    \n— \n  \n18,862,743    \n1.4x    \n24,779,486    \n1.2x    \n10%   \n9% \nPrivate Equity\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nCorporate Private Equity\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nBCP I (Oct 1987 / Oct 1993)\n  $\n859,081   $\n—   $\n—    \nn/a    \n— \n $\n1,741,738    \n2.6x   $\n1,741,738    \n2.6x    \n19%   \n19% \nBCP II (Oct 1993 / Aug 1997)\n   \n1,361,100    \n—    \n—    \nn/a    \n— \n  \n3,268,627    \n2.5x    \n3,268,627    \n2.5x    \n32%   \n32% \nBCP III (Aug 1997 / Nov 2002)\n   \n3,967,422    \n—    \n—    \nn/a    \n— \n  \n9,228,707    \n2.3x    \n9,228,707    \n2.3x    \n14%   \n14% \nBCOM (Jun 2000 / Jun 2006)\n   \n2,137,330    \n24,575    \n113    \nn/a    \n— \n  \n2,995,106    \n1.4x    \n2,995,219    \n1.4x    \n6%   \n6% \nBCP IV (Nov 2002 / Dec 2005)\n   \n6,773,182    \n195,824    \n231    \nn/a    \n— \n  \n21,720,334    \n2.9x    \n21,720,565    \n2.9x    \n36%   \n36% \nBCP V (Dec 2005 / Jan 2011)\n   \n21,009,112    \n1,035,259    \n69,929    \nn/a    \n100%   \n38,790,444    \n1.9x    \n38,860,373    \n1.9x    \n8%   \n8% \nBCP VI (Jan 2011 / May 2016)\n   \n15,195,265    \n1,341,048    \n4,731,061    \n2.1x    \n21%   \n28,090,440    \n2.2x    \n32,821,501    \n2.2x    \n14%   \n12% \nBCP VII (May 2016 / Feb 2020)\n   \n18,857,164    \n1,693,962    \n18,921,082    \n1.6x    \n21%   \n15,928,343    \n2.5x    \n34,849,425    \n1.9x    \n29%   \n13% \n*BCP VIII (Feb 2020 / Feb 2026)\n   \n25,658,729    \n11,117,449    \n19,868,056    \n1.4x    \n7%   \n1,506,944    \n2.5x    \n21,375,000    \n1.4x    \nn/m   \n11% \nBCP IX (TBD)\n   \n17,852,339    \n17,852,339    \n—    \nn/a    \n— \n  \n—    \nn/a    \n—    \nn/a    \nn/a   \nn/a \nEnergy I (Aug 2011 / Feb 2015)\n   \n2,441,558    \n174,492    \n479,698    \n1.5x    \n55%   \n4,174,235    \n2.0x    \n4,653,933    \n1.9x    \n14%   \n11% \nEnergy II (Feb 2015 / Feb 2020)\n   \n4,917,864    \n864,501    \n3,829,333    \n1.7x    \n62%   \n3,937,288    \n1.7x    \n7,766,621    \n1.7x    \n11%   \n8% \n*Energy III (Feb 2020 / Feb 2026)\n   \n4,371,917    \n1,579,382    \n4,867,811    \n1.8x    \n16%   \n1,307,128    \n2.4x    \n6,174,939    \n1.9x    \n55%   \n34% \nEnergy Transition IV (TBD)\n   \n2,642,347    \n2,642,347    \n—    \nn/a    \n— \n  \n—    \nn/a    \n—    \nn/a    \nn/a   \nn/a \nBCP Asia I (Dec 2017 / Sep 2021)\n   \n2,438,028    \n418,459    \n3,317,476    \n1.8x    \n31%   \n1,787,587    \n4.9x    \n5,105,063    \n2.3x    \n96%   \n28% \n*BCP Asia II (Sep 2021 / Sep 2027)    \n6,656,718    \n4,910,184    \n2,208,855    \n1.5x    \n10%   \n25    \nn/a    \n2,208,880    \n1.5x    \nn/a   \n22% \nCore Private Equity I (Jan 2017 /\nMar 2021) (h)\n   \n4,761,597    \n1,167,697    \n7,426,538    \n2.0x    \n— \n  \n2,482,074    \n4.5x    \n9,908,612    \n2.3x    \n57%   \n18% \n*Core Private Equity II (Mar 2021 /\nMar 2026) (h)\n   \n8,205,237    \n5,690,657    \n3,469,156    \n1.4x    \n— \n  \n68,770    \nn/a    \n3,537,926    \n1.5x    \nn/a   \n16% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Corporate Private Equity   $\n150,105,990   $\n50,708,175   $\n69,189,339    \n1.6x    \n16%  $\n137,027,790    \n2.2x   $\n206,217,129    \n2.0x    \n16%   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \ncontinued...\n \n111\nFund (Investment Period\n  \nCommitted   \nAvailable\n  \nUnrealized Investments\n \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n Beginning Date / Ending Date) (a)\n  \nCapital\n  \nCapital (b)\n  \nValue\n  \nMOIC (c)\n  \n% Public\n \nValue\n  \nMOIC (c)\n  \nValue\n  \nMOIC (c)\n  \nRealized\n \nTotal\n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nPrivate Equity (continued)\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nTactical Opportunities\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \n*Tactical Opportunities (Various)\n  $\n30,971,115   $\n15,765,172   $\n12,385,194    \n1.2x    \n9%  $\n23,023,393    \n1.8x   $\n35,408,587    \n1.6x    \n15%   \n11% \n*Tactical Opportunities Co-Investment and Other (Various)\n   \n10,043,477    \n1,427,711    \n4,690,499    \n1.6x    \n7%   \n9,205,600    \n1.6x    \n13,896,099    \n1.6x    \n19%   \n16% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Tactical Opportunities\n  $\n41,014,592   $\n17,192,883   $\n17,075,693    \n1.3x    \n8%  $\n32,228,993    \n1.8x   $\n49,304,686    \n1.6x    \n16%   \n12% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nGrowth\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \n*BXG I (Jul 2020 / Jul 2025)\n  $\n5,056,267   $\n1,222,437   $\n3,503,415    \n1.0x    \n2%  $\n497,131    \n2.7x   $\n4,000,546    \n1.0x    \nn/m   \n-2% \nBXG II (TBD)\n   \n4,093,732    \n4,093,732    \n—    \nn/a    \n— \n  \n—    \nn/a    \n—    \nn/a    \nn/a   \nn/a \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Growth\n  $\n9,149,999   $\n5,316,169   $\n3,503,415    \n1.0x    \n2%  $\n497,131    \n2.7x   $\n4,000,546    \n1.0x    \nn/m   \n-2% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nStrategic Partners (Secondaries)\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nStrategic Partners I-V (Various) (i)\n   \n11,035,527    \n139,647    \n15,736    \nn/a    \n— \n  \n16,776,139    \nn/a    \n16,791,875    \n1.7x    \nn/a   \n13% \nStrategic Partners VI (Apr 2014 / Apr 2016) (i)\n   \n4,362,772    \n611,267    \n816,248    \nn/a    \n— \n  \n4,237,948    \nn/a    \n5,054,196    \n1.7x    \nn/a   \n14% \nStrategic Partners VII (May 2016 / Mar 2019) (i)\n   \n7,489,970    \n1,570,496    \n4,164,820    \nn/a    \n— \n  \n6,551,800    \nn/a    \n10,716,620    \n1.9x    \nn/a   \n17% \nStrategic Partners Real Assets II (May 2017 / Jun 2020) (i)\n   \n1,749,807    \n471,876    \n1,204,611    \nn/a    \n— \n  \n1,113,866    \nn/a    \n2,318,477    \n1.7x    \nn/a   \n16% \nStrategic Partners VIII (Mar 2019 / Oct 2021) (i)\n   \n10,763,600    \n4,348,349    \n8,023,258    \nn/a    \n— \n  \n6,060,532    \nn/a    \n14,083,790    \n1.8x    \nn/a   \n29% \n*Strategic Partners Real Estate, SMA and Other (Various) (i)\n   \n7,055,590    \n2,436,365    \n1,994,397    \nn/a    \n— \n  \n2,001,796    \nn/a    \n3,996,193    \n1.6x    \nn/a   \n14% \n*Strategic Partners Infrastructure III (Jun 2020 / Jul 2024) (i)\n   \n3,250,100    \n870,479    \n1,961,697    \nn/a    \n— \n  \n249,542    \nn/a    \n2,211,239    \n1.4x    \nn/a   \n32% \n*Strategic Partners IX (Oct 2021 / Jan 2027) (i)\n   \n19,492,126    \n11,482,287    \n5,386,344    \nn/a    \n— \n  \n662,344    \nn/a    \n6,048,688    \n1.3x    \nn/a   \n18% \n*Strategic Partners GP Solutions (Jun 2021 / Dec 2026) (i)\n   \n2,045,211    \n850,868    \n714,059    \nn/a    \n— \n  \n—    \nn/a    \n714,059    \n1.0x    \nn/a   \n-3% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Strategic Partners (Secondaries)\n  $\n67,244,703   $\n22,781,634   $\n24,281,170    \nn/a    \n— \n $\n37,653,967    \nn/a   $\n61,935,137    \n1.7x    \nn/a   \n15% \n  \n  \n  \n  \n  \n  \n  \n  \n  \nLife Sciences\n  \n  \n  \n  \n  \n \n  \n  \n  \n  \n \nClarus IV (Jan 2018 / Jan 2020)\n   \n910,000    \n81,728    \n773,667    \n1.9x    \n— \n  \n369,363    \n1.1x    \n1,143,030    \n1.5x    \n-4%   \n9% \n*BXLS V (Jan 2020 / Jan 2025)\n   \n4,948,559    \n2,989,827    \n2,654,776    \n1.6x    \n5%   \n361,841    \n1.1x    \n3,016,617    \n1.5x    \nn/m   \n13% \ncontinued...\n \n112\nFund (Investment Period\n  Committed   \nAvailable\n  \nUnrealized Investments\n  \nRealized Investments\n  \nTotal Investments\n  \nNet IRRs (d)\n Beginning Date / Ending Date) (a)\n  \nCapital\n  \nCapital (b)   \nValue\n  \nMOIC (c)\n  \n% Public\n  \nValue\n  \nMOIC (c)\n  \nValue\n  \nMOIC (c)\n  \nRealized\n  \nTotal\n \n  \n(Dollars/Euros in Thousands, Except Where Noted)\nCredit\n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \nMezzanine / Opportunistic I (Jul 2007 / Oct 2011)\n  $\n2,000,000   $\n97,114   $\n—    \nn/a    \n—   $\n4,809,113    \n1.6x   $\n4,809,113    \n1.6x    \nn/a   \n17%\nMezzanine / Opportunistic II (Nov 2011 / Nov 2016)\n   \n4,120,000    \n993,179    \n179,941    \n0.2x    \n—    \n6,591,362    \n1.6x    \n6,771,303    \n1.4x    \nn/a   \n10%\nMezzanine / Opportunistic III (Sep 2016 / Jan 2021)\n   \n6,639,133    \n1,106,840    \n2,309,594    \n1.0x    \n—    \n7,572,576    \n1.6x    \n9,882,170    \n1.4x    \nn/a   \n10%\n*Mezzanine / Opportunistic IV (Jan 2021 / Jan 2026)\n   \n5,016,771    \n2,381,115    \n3,613,613    \n1.1x    \n—    \n792,732    \n1.8x    \n4,406,345    \n1.2x    \nn/a   \n13%\nStressed / Distressed I (Sep 2009 / May 2013)\n   \n3,253,143    \n—    \n—    \nn/a    \n—    \n5,777,098    \n1.3x    \n5,777,098    \n1.3x    \nn/a   \n9%\nStressed / Distressed II (Jun 2013 / Jun 2018)\n   \n5,125,000    \n547,430    \n196,970    \n0.3x    \n—    \n5,387,034    \n1.2x    \n5,584,004    \n1.1x    \nn/a   \n1%\nStressed / Distressed III (Dec 2017 / Dec 2022)\n   \n7,356,380    \n1,279,457    \n3,052,396    \n1.2x    \n—    \n3,243,803    \n1.2x    \n6,296,199    \n1.2x    \nn/a   \n9%\nEnergy I (Nov 2015 / Nov 2018)\n   \n2,856,867    \n1,154,846    \n331,416    \n0.8x    \n—    \n3,206,611    \n1.6x    \n3,538,027    \n1.5x    \nn/a   \n10%\n\n\nEnergy II (Feb 2019 / Jun 2023)\n   \n3,616,081    \n1,547,033    \n1,815,358    \n1.1x    \n—    \n1,792,881    \n1.6x    \n3,608,239    \n1.3x    \nn/a   \n17%\n*Green Energy III (May 2023 / May 2028)\n   \n6,477,000    \n5,813,477    \n670,209    \n1.0x    \n—    \n14,159    \nn/a    \n684,368    \n1.0x    \nn/a   \nn/m\nEuropean Senior Debt I (Feb 2015 / Feb 2019)\n  €\n1,964,689   €\n140,688   €\n511,139    \n0.7x    \n—   €\n2,673,875    \n1.3x   €\n3,185,014    \n1.2x    \nn/a   \n2%\nEuropean Senior Debt II (Jun 2019 / Jun 2023) (j)\n  €\n4,088,344   €\n969,353   €\n4,391,907    \n1.0x    \n—   €\n1,992,593    \n2.2x   €\n6,384,500    \n1.2x    \nn/a   \n10%\n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \nTotal Credit Drawdown Funds (k)\n  $ 53,366,033   $ 16,146,706   $ 17,573,818    \n1.0x    \n—   $ 44,574,003    \n1.5x   $ 62,147,821    \n1.3x    \nn/a   \n10%\n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n  \n \n113\nSelected Perpetual Capital Strategies (l)\n \nStrategy (Inception Year) (a)\n  \nInvestment Strategy   \nTotal Assets\nUnder\nManagement   \nTotal Net\nReturn (m)\n  \n  \n  \n \n  \n(Dollars in Thousands, Except Where Noted)\nReal Estate\n  \n  \n  \nBPP—Blackstone Property Partners Platform (2013) (n)\n  \n Core+ Real Estate    \n$65,917,602   \n \n7% \nBREIT—Blackstone Real Estate Income Trust (2017) (o)\n  \n Core+ Real Estate    \n 60,728,619   \n \n10% \nBREIT—Class I (p)\n  \n Core+ Real Estate   \n  \n \n11% \nBXMT—Blackstone Mortgage Trust (2013) (q)\n  \n Real Estate Debt    \n 6,385,586   \n \n7% \nPrivate Equity\n  \n  \n  \nBIP—Blackstone Infrastructure Partners (2019) (r)\n  \n \nInfrastructure\n   \n 31,835,343   \n \n15% \nCredit\n  \n  \n  \nBXSL—Blackstone Secured Lending Fund (2018) (s)\n  \n U.S. Direct Lending   \n 11,250,141   \n \n11% \nBCRED—Blackstone Private Credit Fund (2021) (t)\n  \n U.S. Direct Lending   \n 64,469,210   \n \n10% \nBCRED—Class I (u)\n  \n U.S. Direct Lending   \n  \n \n10% \nHedge Fund Solutions\n  \n  \n  \nBSCH—Blackstone Strategic Capital Holdings (2014) (v)\n  \n \nGP Stakes\n   \n 9,396,234   \n \n11% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\nSMA\nSeparately managed account.\n*\nRepresents funds that are currently in their investment period.\n(a)\nExcludes investment vehicles where Blackstone does not earn fees.\n(b)\nAvailable Capital represents total investable capital commitments, including side-by-side, adjusted for certain expenses and expired or recallable capital and may include\nleverage, less invested capital. This amount is not reduced by outstanding commitments to investments.\n(c)\nMultiple of Invested Capital (“MOIC”) represents carrying value, before management fees, expenses and Performance Revenues, divided by invested capital.\n(d)\nUnless otherwise indicated, Net Internal Rate of Return (“IRR”) represents the annualized inception to December 31, 2023 IRR on total invested capital based on\nrealized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of limited\npartner cash flows. Initial inception date of cash flows may differ from the Investment Period Beginning Date.\n(e)\nThe 8% Realized Net IRR and 8% Total Net IRR exclude investors that opted out of the Hilton investment opportunity. Overall BREP International II performance reflects\na 7% Realized Net IRR and a 7% Total Net IRR.\n(f)\nBREP Co-Investment represents co-investment capital raised for various BREP investments. The Net IRR reflected is calculated by aggregating each co-investment’s\nrealized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues.\n(g)\nBREDS High-Yield represents the flagship real estate debt drawdown funds only.\n(h)\nBlackstone Core Equity Partners is a core private equity strategy which invests with a more modest risk profile and longer hold period than traditional private equity.\n(i)\nStrategic Partners’ Unrealized Investment Value, Realized Investment Value, Total Investment Value, Total MOIC and Total Net IRRs are reported on a three-month lag\nand therefore do not include the impact of economic and market activities in the current quarter. Prior to June 30, 2023, the calculation of such metrics also incorporated\ninvestor cash flow information from the current quarter to the extent available.\n \n114\n \nEffective June 30, 2023, such current quarter cash flow information is no longer incorporated. Committed Capital and Available Capital continue to be presented as of the\ncurrent quarter. We believe the updated presentation is more reflective of the Strategic Partners’ investor experience. Realizations are treated as returns of capital until\nfully recovered and therefore Unrealized and Realized MOICs and Realized Net IRRs are not applicable. Effective June 30, 2023, Strategic Partners I-V and Strategic\nPartners Real Estate, SMA and Other exclude investment vehicles where Blackstone does not earn fees, which were previously included.\n(j)\nEuropean Senior Debt II Levered has a net return of 16%, European Senior Debt II Unlevered has a net return of 8%.\n(k)\nFunds presented represent the flagship credit drawdown funds only. The Total Credit Net IRR is the combined IRR of the credit drawdown funds presented.\n(l)\nRepresents the performance for select Perpetual Capital Strategies; strategies excluded consist primarily of (1) investment strategies that have been investing for less\nthan one year, (2) perpetual capital assets managed for certain insurance clients, and (3) investment vehicles where Blackstone does not earn fees.\n(m)\nUnless otherwise indicated, Total Net Return represents the annualized inception to December 31, 2023 IRR on total invested capital based on realized proceeds and\nunrealized value, as applicable, after management fees, expenses and Performance Revenues. IRRs are calculated using actual timing of investor cash flows. Initial\ninception date of cash flows occurred during the Inception Year.\n(n)\nBPP represents the aggregate Total Assets Under Management and Total Net Return of the BPP Platform, which comprises over 30 funds, co-investment and\nseparately managed account vehicles. It includes certain vehicles managed as part of the BPP Platform but not classified as Perpetual Capital. As of\nDecember 31, 2023, these vehicles represented $2.7 billion of Total Assets Under Management.\n(o)\nThe 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\nno 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\nshare class. Total Net Return is presented on an annualized basis and is from January 1, 2017.\n(p)\nRepresents the Total Net Return for BREIT’s Class I shares, its largest share class. Performance varies by share class. Class I Total Net Return assumes reinvestment\nof all dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT, Class I Total Net Return is presented on\nan annualized basis and is from January 1, 2017.\n(q)\nThe BXMT Total Net Return reflects annualized market return of a shareholder invested in BXMT since inception, May 22, 2013, assuming reinvestment of all dividends\nreceived during the period.\n(r)\nIncluding co-investment vehicles, BIP Total Assets Under Management is $40.8 billion.\n(s)\nThe BXSL Total Assets Under Management and Total Net Return are presented as of September 30, 2023. Refer to BXSL public filings for current quarter results. BXSL\nTotal Net Return reflects the change in Net Asset Value (“NAV”) per share, plus distributions per share (assuming dividends and distributions are reinvested in\naccordance with BXSL’s dividend reinvestment plan) divided by the beginning NAV per share. Total Net Returns are presented on an annualized basis and are from\nNovember 20, 2018.\n(t)\nThe BCRED Total Net Return reflects a per share blended return, assuming BCRED had a single share class, reinvestment of all dividends received during the period,\nand no upfront selling commission, net of all fees and expenses incurred by BCRED. This return is not representative of the return experienced by any particular investor\nor share class. Total Net Return is presented on an annualized basis and is from January 7, 2021. Total Assets Under Management reflects gross asset value plus\namounts borrowed or available to be borrowed under certain credit facilities. BCRED net asset value as of December 31, 2023 was $28.5 billion.\n(u)\nRepresents the Total Net Return for BCRED’s Class I shares, its largest share class. Performance varies by share class. Class I Total Net Return assumes reinvestment\nof all dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BCRED. Class I Total Net Return is presented on\nan annualized basis and is from January 7, 2021.\n \n115\n(v)\nBSCH represents the aggregate Total Assets Under Management and Total Net Return of BSCH I and BSCH II funds that invest as part of the GP Stakes strategy,\nwhich targets minority investments in the general partners of private equity and other private-market alternative asset management firms globally. Including co-\ninvestment vehicles that do not pay fees, BSCH Total Assets Under Management is $10.4 billion.\nSegment Analysis\nDiscussed below is our Segment Distributable Earnings for each of our segments. This information is reflected in the manner utilized by our senior management to make\n\n\noperating decisions, assess performance and allocate resources. References to “our” sectors or investments may also refer to portfolio companies and investments of the\nunderlying funds that we manage.\nReal Estate\nThe following table presents the results of operations for our Real Estate segment:\n \n \n  \nYear Ended December 31,\n \n2023 vs. 2022\n \n2022 vs. 2021\n \n  \n2023\n \n2022\n \n2021\n \n$\n \n%\n \n$\n \n%\n  \n \n  \n(Dollars in Thousands)\nManagement Fees, Net\n  \n \n \n \n \n \n \nBase Management Fees\n  $ 2,794,232  $ 2,462,179  $ 1,895,412  $\n332,053   13%  $\n566,767   30% \nTransaction and Other Fees, Net\n   \n78,483   \n171,424   \n160,395   \n(92,941)   -54%   \n11,029   \n7% \nManagement Fee Offsets\n   \n(29,357)   \n(10,538)   \n(3,499)   \n(18,819)   179%   \n(7,039)   201% \n  \nTotal Management Fees, Net\n   2,843,358   2,623,065   2,052,308   \n220,293   \n8%   \n570,757   28% \nFee Related Performance Revenues\n   \n294,240   1,075,424   1,695,019   \n(781,184)   -73%   \n(619,595)   -37% \nFee Related Compensation\n   \n(675,880)   (1,039,125)   (1,161,349)   \n363,245   -35%   \n122,224   -11% \nOther Operating Expenses\n   \n(325,050)   \n(315,331)   \n(234,505)   \n(9,719)   \n3%   \n(80,826)   34% \n  \nFee Related Earnings\n   2,136,668   2,344,033   2,351,473   \n(207,365)   \n-9%   \n(7,440)   — \n  \nRealized Performance Revenues\n   \n244,358   2,985,713   1,119,612   (2,741,355)   -92%   1,866,101   167% \nRealized Performance Compensation\n   \n(123,299)   (1,168,045)   \n(443,220)   \n1,044,746   -89%   \n(724,825)   164% \nRealized Principal Investment Income\n   \n7,628   \n150,790   \n196,869   \n(143,162)   -95%   \n(46,079)   -23% \n  \nNet Realizations\n   \n128,687   1,968,458   \n873,261   (1,839,771)   -93%   1,095,197   125% \n  \nSegment Distributable Earnings\n  $ 2,265,355  $ 4,312,491  $ 3,224,734  $ (2,047,136)   -47%  $ 1,087,757   34% \n  \n \nn/m\nNot meaningful.\nYear Ended December 31, 2023 Compared to Year Ended December 31, 2022\nSegment Distributable Earnings were $2.3 billion for the year ended December 31, 2023, a decrease of $2.0 billion, compared to $4.3 billion for the year ended\nDecember 31, 2022. The decrease in Segment Distributable Earnings was attributable to decreases of $207.4 million in Fee Related Earnings and $1.8 billion in Net\nRealizations.\nOur global opportunistic and Core+ real estate portfolios’ concentration in high-conviction sectors where we see favorable long-term fundamentals helped support\nperformance in a challenging market environment in 2023. Notably, strong demand drove operating performance in key sectors, including digital infrastructure, logistics and\nstudent housing. Notwithstanding this strength, the real estate market has been characterized by divergent performance across sectors. Growth has slowed and may moderate\nfurther in certain sectors with elevated near-term supply, including U.S. multifamily and life sciences office, which has negatively impacted valuations of such assets. Weak\nfundamentals persisted in the U.S. office market, where traditional office buildings remained\n \n116\nparticularly challenged. Traditional U.S. office, however, represents less than 2% of the aggregate net asset value of our global opportunistic and Core+ real estate portfolios.\nAdditionally, in 2023, higher interest rates negatively impacted real estate valuations, which would continue to be challenged if interest rates remain at high levels for an extended\nperiod. Coupled with a more constrained financing market, the high interest rate environment has also contributed to lower realizations, which are likely to remain muted until\nmarket conditions improve. The steep decline in future new supply in certain sectors and the anticipated moderation of cost of capital in 2024, however, should be positive for real\nestate valuations over time. We also believe we are entering a supportive environment for deployment activity and that our real estate segment funds are well positioned to\ncapitalize on opportunities that arise.\nFundraising in our real estate segment in 2023 remained positive overall despite a challenging market backdrop. In our perpetual capital strategies, BREIT repurchase\nrequests were elevated, but decreased over the course of 2023, down 76% in January 2024 from their peak in January 2023. While a worsening of the current environment could\nadversely affect net inflows in perpetual capital strategies, we believe the long-term growth trajectory remains positive and that strong investment performance and investor\nunder-allocation to such strategies should drive flows over the long-term.\nFee Related Earnings\nFee Related Earnings were $2.1 billion for the year ended December 31, 2023, a decrease of $207.4 million, compared to $2.3 billion for the year ended\nDecember 31, 2022. The decrease in Fee Related Earnings was primarily attributable to a decrease of $781.2 million in Fee Related Performance Revenues, partially offset by a\ndecrease of $363.2 million in Fee Related Compensation and an increase of $220.3 million in Management Fees, Net.\nFee Related Performance Revenues were $294.2 million for the year ended December 31, 2023, a decrease of $781.2 million, compared to $1.1 billion for the year ended\nDecember 31, 2022. The decrease was primarily due to lower Fee Related Performance Revenues in BREIT.\nFee Related Compensation was $675.9 million for the year ended December 31, 2023, a decrease of $363.2 million, compared to $1.0 billion for the year ended\nDecember 31, 2022. The decrease was primarily due to a decrease in Fee Related Performance Revenues, partially offset by an increase in Management Fees, Net, both of\nwhich impact Fee Related Compensation.\nManagement Fees, Net were $2.8 billion for the year ended December 31, 2023, an increase of $220.3 million, compared to $2.6 billion for the year ended\nDecember 31, 2022, primarily driven by an increase in Base Management Fees, partially offset by a decrease in Transaction and Other Fees, Net. Base Management Fees\nincreased $332.1 million primarily due to Fee-Earning Assets Under Management growth in in BREP. Transaction and Other Fees, Net decreased $92.9 million primarily due to a\ndecrease in acquisition fees paid to the advisor of certain funds.\nNet Realizations\nNet Realizations were $128.7 million for the year ended December 31, 2023, a decrease of $1.8 billion, compared to $2.0 billion for the year ended December 31, 2022. The\ndecrease in Net Realizations was primarily attributable to a decrease of $2.7 billion in Realized Performance Revenues, partially offset by a decrease of $1.0 billion in Realized\nPerformance Compensation.\nRealized Performance Revenues were $244.4 million for the year ended December 31, 2023, a decrease of $2.7 billion, compared to $3.0 billion for the year ended\nDecember 31, 2022. The decrease was primarily due to lower Realized Performance Revenues in BREP.\n \n117\nRealized Performance Compensation was $123.3 million for the year ended December 31, 2023, a decrease of $1.0 billion, compared to $1.2 billion for the year ended\nDecember 31, 2022. The decrease was primarily due to the decrease in Realized Performance Revenues.\nFund Returns\nFund return information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods\npresented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone and is also not necessarily indicative\nof the future performance of any particular fund. An investment in Blackstone is not an investment in any of our funds. There can be no assurance that any of our funds or our\nother existing and future funds will achieve similar returns.\nThe following table presents the internal rates of return, except where noted, of our significant real estate funds:\n \n \n  \nYear Ended December 31,\n  \nDecember 31, 2023 \nInception to Date\n \n  \n2023\n  \n2022\n  \n2021\n  \nRealized\n  \nTotal\nFund (a)\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\n\n\nBREP VII\n   -32%    -27%    \n4%    \n2%    44%    36%    27%    20%    21%    14% \nBREP VIII\n   -10%    \n-9%    \n8%    \n6%    57%    46%    32%    25%    20%    14% \nBREP IX\n   \n-6%    \n-6%    18%    13%    84%    63%    87%    59%    24%    17% \nBREP Europe IV (b)\n   -22%    -20%    -14%    -13%    \n2%    \n—    26%    19%    18%    12% \nBREP Europe V (b)\n   -14%    -13%    \n-1%    \n-2%    37%    29%    51%    41%    14%    \n9% \nBREP Europe VI (b)\n   10%    \n6%    10%    \n6%    71%    51%    97%    72%    26%    16% \nBREP Asia I\n   \n5%    \n3%    \n-1%    \n-2%    37%    29%    23%    16%    18%    12% \nBREP Asia II\n   \n-2%    \n-1%    \n2%    \n1%    31%    21%    47%    32%    10%    \n6% \nBREP Asia III\n   \n-4%    -19%    \nn/m    \nn/m    \nn/a    \nn/a    \nn/a    \nn/a    \n-5%    -21% \nBREP Co-Investment (c)\n   \n1%    \n1%    26%    25%    77%    70%    18%    16%    18%    16% \nBPP (d)\n   \n-8%    \n-8%    11%    \n9%    20%    17%    \nn/a    \nn/a    \n8%    \n7% \nBREIT (e)\n   \nn/a    \n-1%    \nn/a    \n8%    \nn/a    30%    \nn/a    \nn/a    \nn/a    10% \nBREIT - Class I (f)\n   \nn/a    \n-1%    \nn/a    \n8%    \nn/a    30%    \nn/a    \nn/a    \nn/a    11% \nBREDS High-Yield (g)\n   12%    \n8%    \n3%    \n—    18%    13%    14%    10%    13%    \n9% \nBXMT (h)\n   \nn/a    13%    \nn/a    -24%    \nn/a    20%    \nn/a    \nn/a    \nn/a    \n7% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\n(a)\nNet returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Revenues. Excludes investment\nvehicles where Blackstone does not earn fees.\n(b)\nEuro-based internal rates of return.\n(c)\nBREP Co-Investment represents co-investment capital raised for various BREP investments. The Net IRR reflected is calculated by aggregating each co-investment’s\nrealized proceeds and unrealized value, as applicable, after management fees, expenses and Performance Revenues.\n(d)\nThe BPP platform, which comprises over 30 funds, co-investment and separately managed account vehicles, represents the Core+ real estate funds which invest with a\nmore modest risk profile and lower leverage.\n \n118\n(e)\nReflects a per share blended return for each respective period, assuming BREIT had a single share class, reinvestment of all dividends received during the period, and\nno upfront selling commission, net of all fees and expenses incurred by BREIT. These returns are not representative of the returns experienced by any particular investor\nor share class. Inception to date returns are presented on an annualized basis and are from January 1, 2017.\n(f)\nRepresents the Total Net Return for BREIT’s Class I shares, its largest share class. Performance varies by share class. Class I Total Net Return assumes reinvestment\nof all dividends received during the period, and no upfront selling commission, net of all fees and expenses incurred by BREIT. Inception to date return is from January 1,\n2017.\n(g)\nBREDS High-Yield represents the flagship real estate debt drawdown funds only. Inception to date returns are from July 1, 2009.\n(h)\nReflects annualized return of a shareholder invested in BXMT as of the beginning of each period presented, assuming reinvestment of all dividends received during the\nperiod, 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\nMay 22, 2013.\nFunds With Closed Investment Periods\nThe Real Estate segment has fourteen funds with closed investment periods as of December 31, 2023: BREP IX, BREP VIII, BREP VII, BREP VI, BREP V, BREP IV, BREP\nEurope VI, BREP Europe V, BREP Europe IV, BREP Europe III, BREP Asia II, BREP Asia I, BREDS IV and BREDS III. As of December 31, 2023, BREP VII, BREP VI, BREP V,\nBREP IV, 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\ngeneral 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. BREP IX,\nBREP VIII, BREP Europe VI, BREP Europe V, BREDS IV and BREDS III were above their carried interest thresholds as of December 31, 2023, and BREP Asia II was below its\ncarried interest threshold. Funds are considered above their carried interest thresholds based on the aggregate fund position, although individual limited partners may be below\ntheir respective carried interest thresholds in certain funds.\n \n119\nPrivate Equity\nThe following table presents the results of operations for our Private Equity segment:\n \n \n \nYear Ended December 31,\n \n2023 vs. 2022\n  \n2022 vs. 2021\n \n \n2023\n \n2022\n \n2021\n \n$\n \n%\n  \n$\n \n%\n  \n \n \n(Dollars in Thousands)\nManagement and Advisory Fees, Net\n \n \n \n \n \n  \n \nBase Management Fees\n $  1,807,906  $  1,786,923  $  1,521,273  $\n20,983   \n1%   $\n265,650   17% \nTransaction, Advisory and Other Fees, Net\n  \n105,640   \n97,876   \n174,905   \n7,764   \n8%    \n(77,029)   -44% \nManagement Fee Offsets\n  \n(5,182)   \n(56,062)   \n(33,247)   \n50,880   \n-91%    \n(22,815)   69% \n  \nTotal Management and Advisory Fees, Net\n  \n1,908,364   \n1,828,737   \n1,662,931   \n79,627   \n4%    \n165,806   10% \nFee Related Performance Revenues\n  \n—   \n(648)   \n212,128   \n648   -100%    \n(212,776)   \nn/m \nFee Related Compensation\n  \n(595,669)   \n(575,194)   \n(662,824)   \n(20,475)   \n4%    \n87,630   -13% \nOther Operating Expenses\n  \n(316,741)   \n(304,177)   \n(264,468)   \n(12,564)   \n4%    \n(39,709)   15% \n  \nFee Related Earnings\n  \n995,954   \n948,718   \n947,767   \n47,236   \n5%    \n951   \n— \n  \nRealized Performance Revenues\n  \n1,268,483   \n1,191,028   \n2,263,099   \n77,455   \n7%    (1,072,071)   -47% \nRealized Performance Compensation\n  \n(558,645)   \n(544,229)   \n(943,199)    (14,416)   \n3%    \n398,970   -42% \nRealized Principal Investment Income\n  \n67,133   \n139,767   \n263,368   \n(72,634)   \n-52%    \n(123,601)   -47% \n  \nNet Realizations\n  \n776,971   \n786,566   \n1,583,268   \n(9,595)   \n-1%    \n(796,702)   -50% \n  \nSegment Distributable Earnings\n $\n1,772,925  $\n1,735,284  $\n2,531,035  $\n37,641   \n2%   $\n(795,751)   -31% \n  \n \nn/m\nNot meaningful.\nYear Ended December 31, 2023 Compared to Year Ended December 31, 2022\nSegment Distributable Earnings were $1.8 billion for the year ended December 31, 2023, an increase of $37.6 million, compared to $1.7 billion for the year ended\nDecember 31, 2022. The increase in Segment Distributable Earnings was attributable to an increase of $47.2 million in Fee Related Earnings, partially offset by a decrease of\n$9.6 million in Net Realizations.\nDespite a challenging market environment, our Private Equity segment demonstrated resilient performance across nearly all of its strategies in 2023. Our thematic\ninvestments, including those in digital infrastructure, life sciences, and energy transition, were substantial drivers of appreciation in the segment in 2023. In Corporate Private\nEquity, our operating companies saw resilient revenue growth overall in 2023, along with margin strength in the overall portfolio as input and wage costs continued to abate.\nNonetheless, economic uncertainty, negative market sentiment and a volatile backdrop for asset values throughout a significant portion of 2023 contributed to muted realizations,\nwhich are likely to remain muted until market conditions improve. Investors’ ability to allocate to private equity strategies amidst difficult market conditions and lower realizations\nhave contributed to an already demanding fundraising environment, and these near-term headwinds have made fundraising for our flagship corporate private equity fund more\ndifficult. Nevertheless, we believe that the long-term fundraising trajectory in our Private Equity segment remains positive.\n \n120\n\n\nFee Related Earnings\nFee Related Earnings were $996.0 million for the year ended December 31, 2023, an increase of $47.2 million, compared to $948.7 million for the year ended\nDecember 31, 2022. The increase in Fee Related Earnings was primarily attributable to an increase of $79.6 million in Management and Advisory Fees, Net, partially offset by an\nincrease of $20.5 million in Fee Related Compensation.\nManagement and Advisory Fees, Net were $1.9 billion for the year ended December 31, 2023, an increase of $79.6 million, compared to $1.8 billion for the year ended\nDecember 31, 2022, primarily driven by a decrease in Management Fee Offsets and an increase in Base Management Fees. Management Fee Offsets decreased $50.9 million\nprimarily due to a reduction in Management Fee Offsets in Strategic Partners IX. Base Management Fees increased $21.0 million primarily due to Fee-Earning Assets Under\nManagement Growth in BIP.\nFee Related Compensation was $595.7 million for the year ended December 31, 2023, an increase of $20.5 million, compared to $575.2 million for the year ended\nDecember 31, 2022. The increase was primarily due to an increase in Management Fees, Net, on which a portion of Fee Related Compensation is based.\nNet Realizations\nNet Realizations were $777.0 million for the year ended December 31, 2023, a decrease of $9.6 million, compared to $786.6 million for the year ended December 31, 2022.\nThe decrease in Net Realizations was attributable to a decrease of $72.6 million in Realized Principal Investment Income and an increase of $14.4 million in Realized\nPerformance Compensation, partially offset by an increase of $77.5 million in Realized Performance Revenues.\nRealized Principal Investment Income was $67.1 million for the year ended December 31, 2023, a decrease of $72.6 million, compared to $139.8 million for the year ended\nDecember 31, 2022. The decrease was primarily due to the segment’s allocation of the gain recognized in connection with sales of interests in Pátria Investments Limited and\nPátria Investimentos Ltda. (collectively, “Pátria”) in the third quarter of 2022, partially offset by higher Realized Principal Investment Income in Corporate Private Equity.\nRealized Performance Compensation was $558.6 million for the year ended December 31, 2023, an increase of $14.4 million, compared to $544.2 million for the year\nended December 31, 2022. The increase was primarily due to higher Realized Performance Revenues in Corporate Private Equity, partially offset by lower Realized Performance\nRevenues in Tactical Opportunities and Strategic Partners.\nRealized Performance Revenues were $1.3 billion for the year ended December 31, 2023, an increase of $77.5 million, compared to $1.2 billion for the year ended\nDecember 31, 2022. The increase was primarily due to higher Realized Performance Revenues in Corporate Private Equity, partially offset by lower Realized Performance\nRevenues in Tactical Opportunities and Strategic Partners.\nFund Returns\nFund returns information for our significant funds is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods\npresented. The fund returns information reflected in this discussion and analysis is not indicative of the financial performance of Blackstone and is also not necessarily indicative\nof the future performance of any particular fund. An investment in Blackstone is not an investment in any of our funds. There can be no assurance that any of our funds or our\nother existing and future funds will achieve similar returns.\n \n121\nThe following table presents the internal rates of return of our significant private equity funds:\n \n \n  \nYear Ended December 31,\n  \nDecember 31, 2023 \nInception to Date\n \n  \n2023\n  \n2022\n  \n2021\n  \nRealized\n  \nTotal\nFund (a)\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\n  \nGross   \nNet\nBCP VI\n   \n7%    \n6%    12%    11%    19%    16%    19%    14%    17%    12% \nBCP VII\n   13%    10%    -12%    -11%    44%    36%    38%    29%    19%    13% \nBCP VIII\n   12%    \n6%    \n4%    \n—    \nn/a    \nn/a    \nn/m    \nn/m    21%    11% \nBEP I\n   -15%    -13%    57%    46%    78%    59%    18%    14%    15%    11% \nBEP II\n   12%    \n8%    36%    33%    56%    53%    14%    11%    12%    \n8% \nBEP III\n   28%    20%    42%    31%    86%    56%    77%    55%    52%    34% \nBCP Asia I\n   16%    13%    -38%    -35%    193%    158%    128%    96%    40%    28% \nBCP Asia II\n   62%    23%    \nn/m    \nn/m    \nn/a    \nn/a    \nn/a    \nn/a    67%    22% \nBCEP I (b)\n   \n2%    \n2%    \n—    \n—    55%    50%    62%    57%    21%    18% \nBCEP II (b)\n   31%    24%    14%    \n9%    \nn/a    \nn/a    \nn/a    \nn/a    22%    16% \nTactical Opportunities\n   \n9%    \n5%    \n-2%    \n-4%    37%    28%    19%    15%    15%    11% \nTactical Opportunities Co-Investment and Other\n   \n7%    \n7%    \n—    \n4%    67%    57%    20%    19%    19%    16% \nBXG I\n   \n-2%    \n-5%    -13%    -13%    50%    29%    \nn/m    \nn/m    \n2%    \n-2% \nStrategic Partners VI (c)\n   \n-2%    \n-3%    -10%    -11%    53%    49%    \nn/a    \nn/a    18%    14% \nStrategic Partners VII (c)\n   \n1%    \n—    \n-4%    \n-5%    68%    61%    \nn/a    \nn/a    22%    17% \nStrategic Partners Real Assets II (c)\n   19%    16%    13%    12%    26%    22%    \nn/a    \nn/a    20%    16% \nStrategic Partners VIII (c)\n   \n-1%    \n-3%    \n3%    \n2%    144%    128%    \nn/a    \nn/a    37%    29% \nStrategic Partners Real Estate, SMA and Other (c)\n   \n-6%    \n-7%    35%    32%    30%    20%    \nn/a    \nn/a    15%    14% \nStrategic Partners Infrastructure III (c)\n   15%    11%    58%    45%    134%    85%    \nn/a    \nn/a    48%    32% \nStrategic Partners IX (c)\n   15%    \n7%    \nn/m    \nn/m    \nn/a    \nn/a    \nn/a    \nn/a    32%    18% \nStrategic Partners GP Solutions (c)\n   -16%    -11%    39%    29%    \nn/m    \nn/m    \nn/a    \nn/a    \n2%    \n-3% \nBIP\n   13%    10%    26%    20%    41%    33%    \nn/a    \nn/a    20%    15% \nClarus IV\n   \n-3%    \n-4%    \n4%    \n2%    34%    26%    \n6%    \n-4%    15%    \n9% \nBXLS V\n   43%    27%    10%    \n2%    13%    \n-4%    \nn/m    \nn/m    26%    13% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \nn/m\nNot meaningful generally due to the limited time since initial investment.\nn/a\nNot applicable.\nSMA\nSeparately managed account.\n(a)\nNet returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Revenues. Excludes investment\nvehicles where Blackstone does not earn fees.\n(b)\nBCEP is a core private equity strategy which invests with a more modest risk profile and longer hold period than traditional private equity.\n(c)\nGross and net returns are reported on a three-month lag and therefore do not include the impact of economic and market activities in the current quarter. Prior to\nJune 30, 2023, the calculation of such metrics also incorporated investor cash flow information from the current quarter to the extent available. Effective June 30, 2023,\nsuch current quarter cash flow information is no longer incorporated. We believe the updated presentation is more reflective of the Strategic Partners’ investor\nexperience. Prior periods have been recast. Realizations are treated as returns of capital until fully recovered and therefore Realized IRRs are not applicable. Effective\nJune 30, 2023, Strategic Partners Real Estate, SMA and Other exclude investment vehicles where Blackstone does not earn fees, which were previously included.\n \n122\nFunds With Closed Investment Periods\nThe Corporate Private Equity funds within the Private Equity segment have nine funds with closed investment periods: BCP IV, BCP V, BCP VI, BCP VII, BCOM, BEP I,\nBEP II, BCEP I and BCP Asia I. As of December 31, 2023, BCP IV was above its carried interest threshold (i.e., the preferred return payable to its limited partners before the\ngeneral partner is eligible to receive carried interest) and would still be above its carried interest threshold even if all remaining investments were valued at zero. BCP V is\ncomprised of two fund classes, the BCP V “main fund” and BCP V-AC fund. Within these fund classes, the general partner is subject to equalization such that (a) the general\npartner accrues carried interest when the respective carried interest for either fund class is positive and (b) the general partner realizes carried interest so long as clawback\nobligations, if any, for either of the respective fund classes are fully satisfied. BCP V, BCP VI, BCP VII, BCOM, BEP I, BEP II, BCEP I and BCP Asia I were above their respective\n\n\ncarried interest thresholds. Funds are considered above their carried interest thresholds based on the aggregate fund position, although individual limited partners may be below\ntheir respective carried interest thresholds in certain funds.\nThe Tactical Opportunities funds within the Private Equity segment have various funds with closed investment periods, including but not limited to: BTOF-POOL, BTOF-\nPOOL II, and BTOF-POOL III, which are each above their carried interest thresholds based on aggregate fund position. Strategic Partners funds within the Private Equity\nsegment have various funds with closed investment periods, including but not limited to: Strategic Partners Real Assets II, Strategic Partners VIII and Strategic Partners Real\nEstate VII, which are above their respective carried interest thresholds based on aggregate fund position. Certain Strategic Partners funds with closed investment periods do not\ngenerate carried interest for Blackstone as agreed to at the time the Strategic Partners business was acquired. The Blackstone Life Sciences funds within the Private Equity\nsegment has one fund with a closed investment period: Clarus IV, which was above its carried interest threshold.\n \n123\nCredit & Insurance\nThe following table presents the results of operations for our Credit & Insurance segment:\n \n \n \nYear Ended December 31,\n \n2023 vs. 2022\n \n2022 vs. 2021\n \n \n2023\n \n2022\n \n2021\n \n$\n \n%\n \n$\n \n%\n \n \n(Dollars in Thousands)\nManagement Fees, Net\n \n \n \n \n \n \n \nBase Management Fees\n $ 1,335,408  $ 1,230,710  $ 765,905  $ 104,698   \n9%  $ 464,805   61% \nTransaction and Other Fees, Net\n  \n44,560   \n34,624   \n44,868   \n9,936   29%   \n(10,244)   -23% \nManagement Fee Offsets\n  \n(3,907)   \n(5,432)   \n(6,653)   \n1,525   -28%   \n1,221   -18% \nTotal Management Fees, Net\n  \n1,376,061   \n1,259,902   \n804,120   \n116,159   \n9%   \n455,782   57% \nFee Related Performance Revenues\n  \n564,287   \n374,721   \n118,097   \n189,566   51%   \n256,624   217% \nFee Related Compensation\n  \n(640,190)   \n(529,784)   \n(367,322)   \n(110,406)   21%   \n(162,462)   44% \nOther Operating Expenses\n  \n(327,734)   \n(264,181)   \n(199,912)   \n(63,553)   24%   \n(64,269)   32% \nFee Related Earnings\n  \n972,424   \n840,658   \n354,983   \n131,766   16%   \n485,675   137% \nRealized Performance Revenues\n  \n317,760   \n147,413   \n209,421   \n170,347   116%   \n(62,008)   -30% \nRealized Performance Compensation\n  \n(140,490)   \n(63,846)   \n(94,450)   \n(76,644)   120%   \n30,604   -32% \nRealized Principal Investment Income\n  \n21,897   \n80,993   \n70,796   \n(59,096)   -73%   \n10,197   14% \nNet Realizations\n  \n199,167   \n164,560   \n185,767   \n34,607   21%   \n(21,207)   -11% \nSegment Distributable Earnings\n $\n1,171,591  $\n1,005,218  $\n540,750  $\n166,373   17%  $\n464,468   86% \n \nn/m\nNot meaningful.\nYear Ended December 31, 2023 Compared to Year Ended December 31, 2022\nSegment Distributable Earnings were $1.2 billion for the year ended December 31, 2023, an increase of $166.4 million, compared to $1.0 billion for the year ended\nDecember 31, 2022. The increase in Segment Distributable Earnings was attributable to increases of $131.8 million in Fee Related Earnings and $34.6 million in Net\nRealizations.\nOur credit funds demonstrated strong performance in 2023, driven by a higher interest rate environment and the concentration of our portfolios in floating rate debt. Longer-\nterm structural shifts in the lending market, combined with a more constrained financing market, have contributed and are likely to continue to contribute to attractive and sizeable\ndeployment opportunities for our credit funds as banks and other originators seek to preserve liquidity and meet capital requirements and borrowers seek alternative financing\nsources. Additionally, we continue to see opportunities for growth in our insurance and energy transition strategies. In the broader market, a higher cost of capital as a result of\nhistorically high interest rates has negatively impacted the free cash flow and credit quality of certain borrowers. Nevertheless, default rates across corporate issuers in our credit\nfunds’ portfolios remained low in 2023 relative to our historical levels. A sustained period of high interest rates, however, increases the potential for defaults. Conversely, a\nmaterial decline in interest rates and/or widening of credit spreads would make it more difficult for our credit funds to replicate their 2023 performance. In addition, a period of\nsignificant market dislocation could limit the liquidity of certain assets traded in the credit markets. This would impact our funds’ ability to sell such assets at attractive prices or in a\ntimely manner.\nFundraising in our Credit & Insurance segment, including in our perpetual capital strategies, has been positively impacted by the long-term structural shifts in the lending\nmarket and a more constraining financing market. In our perpetual capital strategies, compelling private credit fundamentals contributed to a significant increase in BCRED\ninflows in 2023. We believe the long-term growth trajectory remains positive and that strong investment performance and investor under-allocation to such private wealth\nstrategies should continue to drive flows over the long-term.\n \n124\nFee Related Earnings\nFee Related Earnings were $972.4 million for the year ended December 31, 2023, an increase of $131.8 million, compared to $840.7 million for the year ended\nDecember 31, 2022. The increase in Fee Related Earnings was attributable to increases of $189.6 million in Fee Related Performance Revenues and $116.2 million in\nManagement Fees, Net, partially offset by increases of $110.4 million in Fee Related Compensation and $63.6 million in Other Operating Expenses.\nFee Related Performance Revenues were $564.3 million for the year ended December 31, 2023, an increase of $189.6 million, compared to $374.7 million for the year\nended December 31, 2022. The increase was primarily due to performance and higher Fee-Earning Assets Under Management in BCRED.\nManagement Fees, Net were $1.4 billion for the year ended December 31, 2023, an increase of $116.2 million, compared to $1.3 billion for the year ended\nDecember 31, 2022, primarily driven by an increase in Base Management Fees. Base Management Fees increased $104.7 million primarily due to inflows from Fee-Earning\nAssets Under Management in direct lending.\nFee Related Compensation was $640.2 million for the year ended December 31, 2023, an increase of $110.4 million, compared to $529.8 million for the year ended\nDecember 31, 2022. The increase was primarily due to increases in Fee Related Performance Revenues and Management Fees, Net, both of which impact Fee Related\nCompensation.\nOther Operating Expenses were $327.7 million for the year ended December 31, 2023, an increase of $63.6 million, compared to $264.2 million for the year ended\nDecember 31, 2022. The increase was primarily due to occupancy costs, market data and technology-related expenses and professional fees.\nNet Realizations\nNet Realizations were $199.2 million for the year ended December 31, 2023, an increase of $34.6 million, compared to $164.6 million for the year ended\nDecember 31, 2022. The increase in Net Realizations was attributable to increases of $170.3 million in Realized Performance Revenues, partially offset by an increase of\n$76.6 million in Realized Performance Compensation and a decrease of $59.1 million in Realized Principal Investment Income.\nRealized Performance Revenues were $317.8 million for the year ended December 31, 2023, an increase of $170.3 million, compared to $147.4 million for the year ended\nDecember 31, 2022. The increase was primarily due to higher Realized Performance Revenues in our direct lending and mezzanine funds.\nRealized Performance Compensation was $140.5 million for the year ended December 31, 2023, an increase of $76.6 million, compared to $63.8 million for the year ended\nDecember 31, 2022. The increase was primarily due to the increase in Realized Performance Revenues.\nRealized Principal Investment Income was $21.9 million for the year ended December 31, 2023, a decrease of $59.1 million, compared to $81.0 million for the year ended\nDecember 31, 2022. The decrease was primarily due to the segment’s allocation of the gain recognized in connection with sales of interests in Pátria in the first and third quarters\nof 2022 and a realized loss related to insurance platform investments during the year ended December 31, 2023.\n \n125\n\n\nComposite Returns\nComposite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented. The\ncomposite 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\nfuture results of any particular fund or composite. An investment in Blackstone is not an investment in any of our funds or composites. There can be no assurance that any of our\nfunds or composites or our other existing and future funds or composites will achieve similar returns.\nThe following table presents the return information for the Private Credit and Liquid Credit composites:\n \n \n \nYear Ended December 31,\n \nInception to \nDecember 31, 2023\n \n \n2023\n \n2022\n \n2021\n \nTotal\nComposite (a)\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\nPrivate Credit (b)\n  \n16%   \n12%   \n7%   \n4%   \n22%   \n16%   \n12%   \n8% \nLiquid Credit (b)\n  \n13%   \n12%   \n-3%   \n-3%   \n5%   \n5%   \n5%   \n5% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \n(a)\nNet returns are based on the change in carrying value (realized and unrealized) after management fees, expenses and Performance Allocations, net of tax advances.\n(b)\nPrivate Credit returns include mezzanine lending funds and middle market direct lending funds (including BXSL and BCRED), stressed/distressed strategies (including\nstressed/distressed funds and credit alpha strategies) and energy strategies. Liquid Credit returns include CLOs, closed-ended funds, open-ended funds and separately\nmanaged accounts. Only fee-earning funds exceeding $100 million of fair value at the beginning of each respective quarter-end are included. Funds in liquidation, funds\ninvesting primarily in investment grade corporate credit and asset based finance funds are excluded. Blackstone Funds that were contributed to BXC as part of Blackstone’s\nacquisition of BXC in March 2008 and the pre-acquisition date performance for funds and vehicles acquired by BXC subsequent to March 2008, are also excluded. Private\nCredit and Liquid Credit’s inception to date returns are from December 31, 2005.\nOperating Metrics\nThe following table presents information regarding our Invested Performance Eligible Assets Under Management:\n \n \n  \nInvested Performance \nEligible Assets Under \nManagement\n  \nEstimated % Above\nHigh Water\nMark/Hurdle (a)\n \n  \nDecember 31,\n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n2021\n  \n2023\n \n2022\n \n2021\n \n  \n(Dollars in Thousands)\n  \n \n \n \n \n \nCredit & Insurance (b)\n  $ 89,508,377   $ 87,175,669   $ 66,350,185    \n97%  \n \n93%  \n \n94% \n \n(a)\nEstimated % Above High Water Mark/Hurdle represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented would\nearn performance fees when the applicable Credit & Insurance managed fund has positive investment performance relative to a hurdle, where applicable. Incremental\npositive performance in the applicable Blackstone Funds may cause additional assets to reach their respective High Water Mark or clear a hurdle return, thereby resulting in\nan increase in Estimated % Above High Water Mark/Hurdle.\n \n126\n(b)\nFor the Credit & Insurance managed funds, at December 31, 2023, the incremental appreciation needed for the 3% of Invested Performance Eligible Assets Under\nManagement below their respective High Water Marks/Hurdles to reach their respective High Water Marks/Hurdles was $2.1 billion, an increase of $122.9 million, compared\nto $2.0 billion at December 31, 2022. Of the Invested Performance Eligible Assets Under Management below their respective High Water Marks/Hurdles as of\nDecember 31, 2023, 13% were within 5% of reaching their respective High Water Mark.\nHedge Fund Solutions\nThe following table presents the results of operations for our Hedge Fund Solutions segment:\n \n \n \nYear Ended December 31,\n \n2023 vs. 2022\n  \n2022 vs. 2021\n \n \n2023\n \n2022\n \n2021\n \n$\n \n%\n  \n$\n \n%\n  \n \n \n(Dollars in Thousands)\nManagement Fees, Net\n \n \n \n \n \n  \n \nBase Management Fees\n $\n528,301  $  565,226  $  636,685  $ (36,925)   -7%   $\n(71,459)   -11% \nTransaction and Other Fees, Net\n  \n7,209   \n6,193   \n11,770   \n1,016   16%    \n(5,577)   -47% \nManagement Fee Offsets\n  \n(49)   \n(177)   \n(572)   \n128   -72%    \n395   -69% \n  \nTotal Management Fees, Net\n  \n535,461   \n571,242   \n647,883   (35,781)   -6%    \n(76,641)   -12% \nFee Related Compensation\n  \n(176,371)   \n(186,672)   \n(156,515)   \n10,301   -6%    \n(30,157)   19% \nOther Operating Expenses\n  \n(114,808)   \n(105,334)   \n(94,792)   \n(9,474)   \n9%    \n(10,542)   11% \n  \nFee Related Earnings\n  \n244,282   \n279,236   \n396,576   (34,954)   -13%    (117,340)   -30% \n  \nRealized Performance Revenues\n  \n230,501   \n137,184   \n290,980   \n93,317   68%    (153,796)   -53% \nRealized Performance Compensation\n  \n(73,583)   \n(37,977)   \n(76,701)   (35,606)   94%    \n38,724   -50% \nRealized Principal Investment Income\n  \n14,274   \n24,706   \n56,733   (10,432)   -42%    \n(32,027)   -56% \n  \nNet Realizations\n  \n171,192   \n123,913   \n271,012   \n47,279   38%    (147,099)   -54% \n  \nSegment Distributable Earnings\n $  415,474  $\n403,149  $\n667,588  $ 12,325   \n3%   $ (264,439)   -40% \n  \n \nn/m  Not meaningful.\nYear Ended December 31, 2023 Compared to Year Ended December 31, 2022\nSegment Distributable Earnings were $415.5 million for the year ended December 31, 2023, an increase of $12.3 million, compared to $403.1 million for the year ended\nDecember 31, 2022. The increase in Segment Distributable Earnings was attributable to an increase of $47.3 million in Net Realizations, partially offset by a decrease of\n$35.0 million in Fee Related Earnings.\nStrategies across our Hedge Fund Solutions segment produced resilient performance in a year of market volatility. The majority of such strategies exhibited positive\nperformance in 2023, with significantly less volatility than the broader markets. Segment Distributable Earnings in the Hedge Fund Solutions segment would likely be negatively\nimpacted, however, by a significant or sustained weak market environment or decline in asset prices, including as a result of concerns over macroeconomic factors. In addition,\nwhile certain of our strategies are designed to benefit from a high interest rate environment, a period of sustained high interest rates combined with weak equity markets would\nmake it difficult for funds in certain of our strategies to exceed interest rate-based performance hurdles to which such funds are subject. This would negatively impact our Segment\nDistributable Earnings. In addition, if interest rates remain at sustained high levels for an extended period, certain investors may seek to reallocate capital away from traditional\nhedge fund strategies in favor of fixed income investments. Conversely, outperformance by our Hedge Fund Solutions strategies in a weak market environment has in some\ncases resulted in such strategies representing an increasing portion of the value of certain investors’ portfolios, which may limit such investors’ ability to allocate additional capital\nto certain funds in the segment, or result in\n \n127\nsuch investors seeking to withdraw capital from such funds. The segment operates multiple business lines, manages strategies that are both long and short asset classes and\ngenerates a majority of its revenue through management fees. In that regard, the segment’s revenues depend in part on our ability to successfully grow such existing, diverse\nbusiness lines and strategies and to identify and scale new ones to meet evolving investor appetites. In recent years, however, we have shifted the mix of our product offerings to\ninclude more products whose performance-based fees represent a more significant proportion of the fees earned from such products than has historically been the case.\n\n\nFee Related Earnings\nFee Related Earnings were $244.3 million for the year ended December 31, 2023, a decrease of $35.0 million, compared to $279.2 million for the year ended\nDecember 31, 2022. The decrease in Fee Related Earnings was primarily attributable to a decrease of $35.8 million in Management Fees, Net, partially offset by a decrease of\n$10.3 million in Fee Related Compensation.\nManagement Fees, Net were $535.5 million for the year ended December 31, 2023, a decrease of $35.8 million, compared to $571.2 million for the year ended\nDecember 31, 2022, primarily driven by a decrease in Base Management Fees. Base Management Fees decreased $36.9 million primarily due to a decrease in Fee-Earning\nAssets Under Management in commingled products.\nFee Related Compensation was $176.4 million for the year ended December 31, 2023, a decrease of $10.3 million, compared to $186.7 million for the year ended\nDecember 31, 2022. The decrease was primarily due to a decrease in Management Fees, Net, on which a portion of Fee Related Compensation is based.\nNet Realizations\nNet Realizations were $171.2 million for the year ended December 31, 2023, an increase of $47.3 million, compared to $123.9 million for the year ended\nDecember 31, 2022. The increase in Net Realizations was primarily attributable to an increase of $93.3 million in Realized Performance Revenues, partially offset by an increase\nof $35.6 million in Realized Performance Compensation.\nRealized Performance Revenues were $230.5 million for the year ended December 31, 2023, an increase of $93.3 million, compared to $137.2 million for the year ended\nDecember 31, 2022. The increase was primarily due to increased Realized Performance Revenues in liquid and specialized solutions, offset by a decrease in customized\nsolutions.\nRealized Performance Compensation was $73.6 million for the year ended December 31, 2023, an increase of $35.6 million, compared to $38.0 million for the year ended\nDecember 31, 2022. The increase was primarily due to the increase in Realized Performance Revenues.\nComposite Returns\nComposite returns information is included throughout this discussion and analysis to facilitate an understanding of our results of operations for the periods presented. The\ncomposite 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\nfuture results of any particular fund or composite. An investment in Blackstone is not an investment in any of our funds or composites. There can be no assurance that any of our\nfunds or composites or our other existing and future funds or composites will achieve similar returns.\n \n128\nThe following table presents the return information of the BAAM Principal Solutions Composite:\n \n \n  \nAverage Annual Returns (a)\n \n  \nPeriods Ended December 31, 2023\n \n  \nOne Year\n \nThree Year\n \nFive Year\n \nHistorical\nComposite\n  \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\n \nGross\n \nNet\nBAAM Principal Solutions Composite (b)\n   \n8%   \n7%   \n7%   \n6%   \n7%   \n6%   \n7%   \n6% \nThe returns presented herein represent those of the applicable Blackstone Funds and not those of Blackstone.\n \n(a)\nComposite returns present a summarized asset-weighted return measure to evaluate the overall performance of the applicable class of Blackstone Funds.\n(b)\nBAAM’s Principal Solutions (“BPS”) Composite covers the period from January 2000 to present, although BAAM’s inception date is September 1990. The BPS Composite\nincludes only BAAM-managed commingled and customized multi-manager funds and accounts and does not include BAAM’s individual investor solutions (liquid\nalternatives), strategic capital (seeding and GP minority stakes), strategic opportunities (co-invests), and advisory (non-discretionary) platforms, except for investments by\nBPS funds directly into those platforms. BAAM-managed funds in liquidation and, in the case of net returns, non-fee-paying assets are also excluded. The funds/accounts\nthat comprise the BPS Composite are not managed within a single fund or account and are managed with different mandates. There is no guarantee that BAAM would have\nmade the same mix of investments in a stand-alone fund/account. The BPS Composite is not an investible product and, as such, the performance of the BPS Composite\ndoes not represent the performance of an actual fund or account. The historical return is from January 1, 2000.\nOperating Metrics\nThe following table presents information regarding our Invested Performance Eligible Assets Under Management:\n \n \n  \nInvested Performance \nEligible Assets Under \nManagement\n  \nEstimated % Above \nHigh Water \nMark/Benchmark (a)\n \n  \nDecember 31,\n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n2021\n  \n2023\n \n2022\n \n2021\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n   \n  \n  \nHedge Fund Solutions Managed Funds (b)\n  $ 52,912,929   $ 50,664,202   $ 47,639,865    \n95%   \n85%   \n91% \n \n(a)\nEstimated % Above High Water Mark/Benchmark represents the percentage of Invested Performance Eligible Assets Under Management that as of the dates presented\nwould earn performance fees when the applicable Hedge Fund Solutions managed fund has positive investment performance relative to a benchmark, where applicable.\nIncremental positive performance in the applicable Blackstone Funds may cause additional assets to reach their respective High Water Mark or clear a benchmark return,\nthereby resulting in an increase in Estimated % Above High Water Mark/Benchmark.\n(b)\nFor the Hedge Fund Solutions managed funds, at December 31, 2023, the incremental appreciation needed for the 5% of Invested Performance Eligible Assets Under\nManagement below their respective High Water Marks/Benchmarks to reach their respective High Water Marks/Benchmarks was $578.3 million, a decrease of\n$(179.3) million, compared to $757.7 million at December 31, 2022. Of the Invested Performance Eligible Assets Under Management below their respective High Water\nMarks/ Benchmarks as of December 31, 2023, 9% were within 5% of reaching their respective High Water Mark.\n \n129\nNon-GAAP Financial Measures\nThese non-GAAP financial measures are presented without the consolidation of any Blackstone Funds that are consolidated into the Consolidated Financial Statements.\nConsequently, all non-GAAP financial measures exclude the assets, liabilities and operating results related to the Blackstone Funds. See “— Key Financial Measures and\nIndicators” for our definitions of Distributable Earnings, Segment Distributable Earnings, Fee Related Earnings and Adjusted EBITDA.\n \n130\nThe following table is a reconciliation of Net Income Attributable to Blackstone Inc. to Distributable Earnings, Total Segment Distributable Earnings, Fee Related Earnings\nand Adjusted EBITDA:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\n  \n  \n  \n \n  \n(Dollars in Thousands)\nNet Income Attributable to Blackstone Inc.\n  \n$\n1,390,880   \n$\n1,747,631   \n$\n5,857,397 \nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings\n  \n \n1,074,736   \n \n1,276,402   \n \n4,886,552 \nNet Income Attributable to Non-Controlling Interests in Consolidated Entities\n  \n \n224,155   \n \n107,766   \n \n1,625,306 \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities\n  \n \n(245,518)   \n \n(142,890)   \n \n5,740 \n  \n  \n  \nNet Income\n  \n \n2,444,253   \n \n2,988,909   \n \n12,374,995 \nProvision for Taxes\n  \n \n513,461   \n \n472,880   \n \n1,184,401 \n  \n  \n  \n\n\nNet Income Before Provision for Taxes\n  \n \n2,957,714   \n \n3,461,789   \n \n13,559,396 \nTransaction-Related and Non-Recurring Items (a)\n  \n \n25,981   \n \n57,133   \n \n144,038 \nAmortization of Intangibles (b)\n  \n \n33,457   \n \n60,481   \n \n68,256 \nImpact of Consolidation (c)\n  \n \n21,363   \n \n35,124   \n \n(1,631,046) \nUnrealized Performance Revenues (d)\n  \n \n1,691,788   \n \n3,436,978   \n \n(8,675,246) \nUnrealized Performance Allocations Compensation (e)\n  \n \n(654,403)   \n \n(1,470,588)   \n \n3,778,048 \nUnrealized Principal Investment (Income) Loss (f)\n  \n \n593,301   \n \n1,235,529   \n \n(679,767) \nOther Revenues (g)\n  \n \n93,083   \n \n(183,754)   \n \n(202,885) \nEquity-Based Compensation (h)\n  \n \n959,474   \n \n782,090   \n \n559,537 \nAdministrative Fee Adjustment (i)\n  \n \n9,707   \n \n9,866   \n \n10,188 \nTaxes and Related Payables (j)\n  \n \n(670,510)   \n \n(791,868)   \n \n(759,682) \n  \n  \n  \nDistributable Earnings\n  \n \n5,060,955   \n \n6,632,780   \n \n6,170,837 \nTaxes and Related Payables (j)\n  \n \n670,510   \n \n791,868   \n \n759,682 \nNet Interest and Dividend (Income) Loss (k)\n  \n \n(106,120)   \n \n31,494   \n \n33,588 \n  \n  \n  \nTotal Segment Distributable Earnings\n  \n \n5,625,345   \n \n7,456,142   \n \n6,964,107 \nRealized Performance Revenues (l)\n  \n (2,061,102)   \n \n(4,461,338)   \n \n(3,883,112) \nRealized Performance Compensation (m)\n  \n \n896,017   \n \n1,814,097   \n \n1,557,570 \nRealized Principal Investment Income (n)\n  \n \n(110,932)   \n \n(396,256)   \n \n(587,766) \n  \n  \n  \nFee Related Earnings\n  \n$\n4,349,328   \n$\n4,412,645   \n$\n4,050,799 \n  \n  \n  \nAdjusted EBITDA Reconciliation\n  \n  \n  \nDistributable Earnings\n  \n$\n5,060,955   \n$\n6,632,780   \n$\n6,170,837 \nInterest Expense (o)\n  \n \n429,521   \n \n316,569   \n \n196,632 \nTaxes and Related Payables (j)\n  \n \n670,510   \n \n791,868   \n \n759,682 \nDepreciation and Amortization (p)\n  \n \n94,124   \n \n69,219   \n \n52,187 \n  \n  \n  \nAdjusted EBITDA\n  \n$\n6,255,110   \n$\n7,810,436   \n$\n7,179,338 \n  \n  \n  \n \n(a)\nThis adjustment removes Transaction-Related and Non-Recurring Items, which are excluded from Blackstone’s segment presentation. Transaction-Related and Non-\nRecurring Items arise from corporate actions including acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any.\nThey consist primarily of equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable\nAgreement 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\nother charges that affect period-to-period comparability and are not reflective of Blackstone’s operational performance.\n \n131\n(b)\nThis adjustment removes the amortization of transaction-related intangibles, which are excluded from Blackstone’s segment presentation.\n(c)\nThis adjustment reverses the effect of consolidating Blackstone Funds, which are excluded from Blackstone’s segment presentation. This adjustment includes the\nelimination of Blackstone’s interest in these funds and the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-\ncontrolling interests.\n(d)\nThis adjustment removes Unrealized Performance Revenues on a segment basis. The Segment Adjustment represents the add back of performance revenues earned from\nconsolidated Blackstone Funds which have been eliminated in consolidation.\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\n  \n \n  \n(Dollars in Thousands)\nGAAP Unrealized Performance Allocations\n  $ (1,691,668)  $ (3,435,056)   $ 8,675,246 \nSegment Adjustment\n   \n(120)   \n(1,922)    \n— \n  \nUnrealized Performance Revenues\n  $ (1,691,788)  $ (3,436,978)   $ 8,675,246 \n  \n \n(e)\nThis adjustment removes Unrealized Performance Allocations Compensation.\n(f)\nThis adjustment removes Unrealized Principal Investment Income on a segment basis. The Segment Adjustment represents (1) the add back of Principal Investment\nIncome, including general partner income, earned from consolidated Blackstone Funds which have been eliminated in consolidation, and (2) the removal of amounts\nassociated with the ownership of Blackstone consolidated operating partnerships held by non-controlling interests.\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\n  \n \n  \n(Dollars in Thousands)\nGAAP Unrealized Principal Investment Income (Loss)\n  $\n(603,154)  $ (1,563,849)  $ 1,456,201 \nSegment Adjustment\n   \n9,853   \n328,320   \n(776,434) \n  \nUnrealized Principal Investment Income (Loss)\n  $\n(593,301)  $ (1,235,529)  $\n679,767 \n  \n \n(g)\nThis adjustment removes Other Revenues on a segment basis. The Segment Adjustment represents (1) the add back of Other Revenues earned from consolidated\nBlackstone Funds which have been eliminated in consolidation, and (2) the removal of certain Transaction-Related and Non-Recurring Items.\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\n  \n \n  \n(Dollars in Thousands)\nGAAP Other Revenue\n  $\n(92,929)  $\n184,557  $\n203,086 \nSegment Adjustment\n   \n(154)   \n(803)   \n(201) \n  \nOther Revenues\n  $\n(93,083)  $\n183,754  $\n202,885 \n  \n \n(h)\nThis adjustment removes Equity-Based Compensation on a segment basis.\n(i)\nThis adjustment adds an amount equal to an administrative fee collected on a quarterly basis from certain holders of Blackstone Holdings Partnership Units. The\nadministrative 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.\n \n132\n(j)\nTaxes represent the total GAAP tax provision adjusted to include only the current tax provision (benefit) calculated on Income (Loss) Before Provision (Benefit) for Taxes\nand adjusted to exclude the tax impact of any divestitures. Related Payables represent tax-related payables including the amount payable under the Tax Receivable\nAgreement. See “— Key Financial Measures and Indicators — Distributable Earnings” for the full definition of Taxes and Related Payables.\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\n  \n  \n  \n \n  \n(Dollars in Thousands)\nTaxes\n  $\n580,925    $\n693,443    $\n703,075  \nRelated Payables\n   \n89,585     \n98,425     \n56,607  \n  \n  \n  \nTaxes and Related Payables\n  $\n670,510    $\n791,868    $\n759,682  \n  \n  \n  \n \n(k)\nThis adjustment removes Interest and Dividend Revenue less Interest Expense on a segment basis. The Segment Adjustment represents (1) the add back of Interest and\nDividend Revenue earned from consolidated Blackstone Funds which have been eliminated in consolidation, and (2) the removal of interest expense associated with the\nTax Receivable Agreement.\n \n \n  \nYear Ended December 31,\n\n\n \n  \n2023\n \n2022\n \n2021\n  \n \n  \n(Dollars in Thousands)\nGAAP Interest and Dividend Revenue\n  $\n516,497  $\n271,612  $\n160,643 \nSegment Adjustment\n   \n19,144   \n13,463   \n2,401 \n  \nInterest and Dividend Revenue\n   \n535,641   \n285,075   \n163,044 \n  \nGAAP Interest Expense\n   \n431,868   \n317,225   \n198,268 \nSegment Adjustment\n   \n(2,347)   \n(656)   \n(1,636) \n  \nInterest Expense\n   \n429,521   \n316,569   \n196,632 \n  \nNet Interest and Dividend Income (Loss)\n  $\n106,120  $\n(31,494)  $\n(33,588) \n  \n \n(l)\nThis adjustment removes the total segment amount of Realized Performance Revenues.\n(m)\nThis adjustment removes the total segment amount of Realized Performance Compensation.\n(n)\nThis adjustment removes the total segment amount of Realized Principal Investment Income.\n(o)\nThis adjustment adds back Interest Expense on a segment basis, excluding interest expense related to the Tax Receivable Agreement.\n(p)\nThis adjustment adds back Depreciation and Amortization on a segment basis.\n \n133\nThe following tables are a reconciliation of Total GAAP Investments to Net Accrued Performance Revenues. Total GAAP Investments and Net Accrued Performance\nRevenues consist of the following:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n  \n \n  \n(Dollars in Thousands)\nInvestments of Consolidated Blackstone Funds\n  \n$\n4,319,483   \n$\n5,136,966 \nEquity Method Investments\n  \n  \nPartnership Investments\n  \n \n5,924,275   \n \n5,530,419 \nAccrued Performance Allocations\n  \n 10,775,355   \n \n12,360,684 \nCorporate Treasury Investments\n  \n \n803,870   \n \n1,053,540 \nOther Investments\n  \n \n4,323,639   \n \n3,471,642 \n  \n  \nTotal GAAP Investments\n  \n$ 26,146,622   \n$ 27,553,251 \n  \n  \nAccrued Performance Allocations - GAAP\n  \n$ 10,775,355   \n$ 12,360,684 \nDue from Affiliates - GAAP (a)\n  \n \n313,838   \n \n269,987 \nLess: Net Realized Performance Revenues (b)\n  \n \n(552,249)   \n \n(282,730) \nLess: Accrued Performance Compensation - GAAP (c)\n  \n \n(4,702,363)   \n \n(5,512,796) \n  \n  \nNet Accrued Performance Revenues\n  \n$\n5,834,581   \n$\n6,835,145 \n  \n  \n \n(a)\nRepresents GAAP accrued performance revenue recorded within Due from Affiliates.\n(b)\nRepresents Performance Revenues realized but not yet distributed as of the reporting date and are included in Distributable Earnings in the period they are realized.\n(c)\nRepresents GAAP accrued performance compensation associated with Accrued Performance Allocations and is recorded within Accrued Compensation and Benefits and\nDue to Affiliates.\nLiquidity and Capital Resources\nGeneral\nBlackstone’s business model derives revenue primarily from third party Assets Under Management. Blackstone is not a capital or balance sheet intensive business and\ntargets operating expense levels such that total management and advisory fees exceed total operating expenses each period. As a result, we require limited capital resources to\nsupport the working capital or operating needs of our businesses. We draw primarily on the long-term committed or invested capital of investors in our investment vehicles to fund\nthe investment requirements of the Blackstone Funds and use our own realizations and cash flows to invest in growth initiatives, make commitments to our own funds, where our\nminimum general partner commitments are generally less than 5% of the limited partner commitments of a fund, and pay dividends to stockholders and distributions to holders of\nHoldings Units.\nFluctuations in our statement of financial condition result primarily from activities of the Blackstone Funds that are consolidated as well as business transactions, such as the\nissuance of senior notes. The majority economic ownership interests of such consolidated Blackstone Funds are reflected as Redeemable Non-Controlling Interests in\nConsolidated Entities, and Non-Controlling Interests in Consolidated Entities in the Consolidated Financial Statements. The consolidation of these Blackstone Funds has no net\neffect on Blackstone’s Net Income or Equity. Additionally, fluctuations in our statement of financial condition also include appreciation or depreciation in Blackstone investments in\nthe non-consolidated Blackstone Funds, additional investments and redemptions of such interests in the non-consolidated Blackstone Funds and the collection of receivables\nrelated to management and advisory fees.\n \n134\nTotal Assets were $40.3 billion as of December 31, 2023, a decrease of $2.2 billion from December 31, 2022. The decrease in Total Assets was principally due to a\ndecrease of $1.5 billion in total assets attributable to consolidated operating partnerships. The decrease in total assets attributable to consolidated operating partnerships was\nprimarily due to decreases of $1.3 billion in Cash and Cash Equivalents and $641.4 million in Investments, partially offset by an increase of $312.3 million in Due from Affiliates.\nThe decrease in Cash and Cash Equivalents was primarily due to ongoing operating activities, including the payoff at maturity of Blackstone’s 4.750% senior note due\nFebruary 15, 2023. The decrease in Investments was primarily due to unrealized depreciation across our Real Estate segment and net sales of investments within Corporate\nTreasury Investments, partially offset by unrealized appreciation in our Private Equity segment. The increase in Due from Affiliates was primarily due to an increase in\nmanagement fees, performance revenues and reimbursable expenses due from non-consolidated Blackstone Funds.\nTotal Liabilities were $22.2 billion as of December 31, 2023, a decrease of $630.8 million, from December 31, 2022. The decrease in Total Liabilities was principally due to\ndecreases of $305.5 million and $274.8 million in total liabilities attributable to consolidated Blackstone Funds and total liabilities attributable to consolidated operating\npartnerships, respectively. The decrease in total liabilities attributable to consolidated Blackstone Funds was primarily due to a decrease of $762.9 million in Loans Payable,\npartially offset by an increase of $365.3 million in Accounts Payable, Accrued Expenses and Other Liabilities. The decrease in Loans Payable was primarily due to the\ndeconsolidation of one fund, including its borrowings, during the year ended December 31, 2023, partially offset by the consolidation of three CLOs during the year ended\nDecember 31, 2023. The increase in Accounts Payable, Accrued Expenses and Other Liabilities was primarily due to the consolidation of two CLOs, including their unsettled\ntrade liabilities during the year ended December 31, 2023. The decrease in total liabilities attributable to consolidated operating partnerships was primarily due to a decrease of\n$854.0 million in Accrued Compensation and Benefits, partially offset by an increase of $660.1 million in Accounts Payable, Accrued Expenses and Other Liabilities. The\ndecrease in Accrued Compensation and Benefits was primarily due to a decrease in performance compensation. The increase in Accounts Payable, Accrued Expenses and\nOther Liabilities was primarily due to an increase in derivative liabilities.\nSources and Uses of Liquidity\nWe 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\nsenior notes, liquid investments we hold on our balance sheet and access to our committed revolving credit facility. On December 15, 2023, Blackstone amended and restated its\nrevolving credit facility to, among other things, increase available borrowings from $4.135 billion to $4.325 billion and to extend the maturity date from June 3, 2027 to\nDecember 15, 2028. As of December 31, 2023, Blackstone had $3.0 billion in Cash and Cash Equivalents, $803.9 million invested in Corporate Treasury Investments and\n$4.3 billion in Other Investments (which included $4.0 billion of liquid investments), against $10.7 billion in borrowings from our bond issuances, and no borrowings outstanding\nunder our revolving credit facility.\nIn addition to the cash we receive from our notes offerings and availability under our revolving credit facility, we expect to receive (a) cash generated from operating\nactivities, (b) Performance Revenue realizations, and (c) realizations on the fund investments that we make. The amounts received from these three sources in particular may\nvary substantially from year to year and quarter to quarter depending on the frequency and size of realization events or net returns experienced by our investment funds. Our\n\n\navailable capital could be adversely affected if there are prolonged periods of few substantial realizations from our investment funds accompanied by substantial capital calls for\nnew investments from those investment funds. Therefore, Blackstone’s commitments to our funds are taken into consideration when managing our overall liquidity and cash\nposition.\n \n135\nWe expect that our primary liquidity needs will be cash to (a) provide capital to facilitate the growth of our existing businesses, which principally includes funding our general\npartner and co-investment commitments to our funds, (b) provide capital for business expansion, (c) pay operating expenses, including cash compensation to our employees, and\nother obligations as they arise, (d) fund modest capital expenditures, (e) repay borrowings and related interest costs, (f) pay income taxes, (g) repurchase shares of our common\nstock and Blackstone Holdings Partnership Units pursuant to our repurchase program and (h) pay dividends to our stockholders and distributions to the holders of Blackstone\nHoldings Partnership Units. For a tabular presentation of Blackstone’s contractual obligations and the expected timing of such see “— Contractual Obligations.”\nCapital Commitments\nOur own capital commitments to our funds, the funds we invest in and our investment strategies as of December 31, 2023 consisted of the following:\n \n \n  \nBlackstone and \nGeneral Partner (a)\n  \nSenior Managing Directors\nand Certain Other\nProfessionals (b)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nReal Estate\n  \n  \n  \n  \nBREP VII\n  \n \n300,000   \n \n28,469   \n \n100,000   \n \n9,490 \nBREP VIII\n  \n \n300,000   \n \n39,823   \n \n100,000   \n \n13,274 \nBREP IX\n  \n \n300,000   \n \n47,296   \n \n100,000   \n \n15,765 \nBREP X\n  \n \n300,000   \n \n279,054   \n \n100,000   \n \n93,018 \nBREP Europe III\n  \n \n100,000   \n \n11,257   \n \n35,000   \n \n3,752 \nBREP Europe IV\n  \n \n130,000   \n \n22,477   \n \n43,333   \n \n7,492 \nBREP Europe V\n  \n \n150,000   \n \n22,292   \n \n43,333   \n \n6,440 \nBREP Europe VI\n  \n \n130,000   \n \n44,690   \n \n43,333   \n \n14,897 \nBREP Europe VII\n  \n \n130,000   \n \n109,910   \n \n43,333   \n \n36,637 \nBREP Asia I\n  \n \n50,392   \n \n10,342   \n \n16,797   \n \n3,447 \nBREP Asia II\n  \n \n70,707   \n \n12,877   \n \n23,569   \n \n4,292 \nBREP Asia III\n  \n \n81,078   \n \n66,892   \n \n27,026   \n \n22,297 \nBREDS III\n  \n \n50,000   \n \n13,499   \n \n16,667   \n \n4,500 \nBREDS IV\n  \n \n50,000   \n \n15,919   \n \n49,113   \n \n15,636 \nBREDS V\n  \n \n50,000   \n \n50,000   \n \n48,070   \n \n48,070 \nBPP\n  \n \n312,773   \n \n28,682   \n \n—   \n \n— \nOther (c)\n  \n \n30,636   \n \n9,767   \n \n—   \n \n— \n  \n  \n  \n  \nTotal Real Estate\n  \n 2,535,586   \n \n813,246   \n \n789,574   \n \n299,007 \n  \n  \n  \n  \n \ncontinued...\n \n136\n \n  \nBlackstone and \nGeneral Partner (a)\n  \nSenior Managing Directors\nand Certain Other\nProfessionals (b)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nPrivate Equity\n  \n  \n  \n  \nBCP V\n  \n \n629,356   \n \n30,642   \n \n—   \n \n— \nBCP VI\n  \n \n719,718   \n \n81,400   \n \n250,000   \n \n28,275 \nBCP VII\n  \n \n500,000   \n \n36,635   \n \n225,000   \n \n16,486 \nBCP VIII\n  \n \n500,000   \n \n211,102   \n \n225,000   \n \n94,996 \nBCP IX\n  \n \n500,000   \n \n500,000   \n \n225,000   \n \n225,000 \nBEP I\n  \n \n50,000   \n \n4,728   \n \n—   \n \n— \nBEP II\n  \n \n80,000   \n \n12,018   \n \n26,667   \n \n4,006 \nBEP III\n  \n \n80,000   \n \n27,907   \n \n26,667   \n \n9,302 \nBETP IV\n  \n \n52,847   \n \n52,847   \n \n17,616   \n \n17,616 \nBCEP I\n  \n \n117,747   \n \n27,016   \n \n18,992   \n \n4,358 \nBCEP II\n  \n \n160,000   \n \n112,965   \n \n32,640   \n \n23,045 \nBCP Asia I\n  \n \n40,000   \n \n5,869   \n \n13,333   \n \n1,956 \nBCP Asia II\n  \n \n100,000   \n \n74,993   \n \n33,333   \n \n24,998 \nTactical Opportunities\n  \n \n491,315   \n \n228,369   \n \n163,772   \n \n76,123 \nStrategic Partners\n  \n 1,266,162   \n \n728,425   \n 1,181,976   \n \n683,061 \nBIP\n  \n \n338,785   \n \n70,891   \n \n—   \n \n— \nBXLS\n  \n \n142,057   \n \n85,065   \n \n37,353   \n \n26,477 \nBXG\n  \n \n162,381   \n \n106,641   \n \n53,959   \n \n35,536 \nOther (c)\n  \n \n290,209   \n \n39,547   \n \n—   \n \n— \n  \n  \n  \n  \nTotal Private Equity\n  \n 6,220,577   \n 2,437,060   \n 2,531,308   \n 1,271,235 \n  \n  \n  \n  \nCredit & Insurance\n  \n  \n  \n  \nMezzanine / Opportunistic II\n  \n \n120,000   \n \n29,182   \n \n110,101   \n \n26,774 \nMezzanine / Opportunistic III\n  \n \n130,783   \n \n38,258   \n \n96,614   \n \n28,262 \nMezzanine / Opportunistic IV\n  \n \n122,000   \n \n67,933   \n \n115,602   \n \n64,370 \nEuropean Senior Debt I\n  \n \n63,000   \n \n5,084   \n \n56,882   \n \n4,590 \nEuropean Senior Debt II\n  \n \n92,661   \n \n34,805   \n \n89,599   \n \n33,679 \nEuropean Senior Debt III\n  \n \n21,838   \n \n21,834   \n \n7,279   \n \n7,278 \nStressed / Distressed II\n  \n \n125,000   \n \n51,612   \n \n119,878   \n \n49,497 \nStressed / Distressed III\n  \n \n151,000   \n \n93,835   \n \n146,682   \n \n91,152 \nEnergy I\n  \n \n80,000   \n \n36,785   \n \n75,445   \n \n34,691 \nEnergy II\n  \n \n150,000   \n \n104,262   \n \n148,577   \n \n103,273 \nEnergy III\n  \n \n127,000   \n \n123,190   \n \n117,935   \n \n114,397 \nCredit Alpha Fund\n  \n \n52,102   \n \n19,752   \n \n50,670   \n \n19,209 \nCredit Alpha Fund II\n  \n \n25,500   \n \n12,550   \n \n24,385   \n \n12,001 \nOther (c)\n  \n \n178,823   \n \n82,366   \n \n47,229   \n \n12,810 \n  \n  \n  \n  \nTotal Credit & Insurance\n  \n 1,439,707   \n \n721,448   \n 1,206,878   \n \n601,983 \n  \n  \n  \n  \n \ncontinued...\n \n137\n\n\n \n  \nBlackstone and \nGeneral Partner (a)\n  \nSenior Managing Directors\nand Certain Other\nProfessionals (b)\nFund\n  \nOriginal\nCommitment   \nRemaining\nCommitment   \nOriginal\nCommitment   \nRemaining\nCommitment\n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\nHedge Fund Solutions\n  \n  \n  \n  \nStrategic Alliance II\n   \n50,000    \n1,482    \n—    \n— \nStrategic Alliance III\n   \n22,000    \n17,283    \n—    \n— \nStrategic Alliance IV\n   \n15,000    \n13,548    \n—    \n— \nStrategic Holdings I\n   \n154,610    \n21,924    \n—    \n— \nStrategic Holdings II\n   \n50,000    \n21,316    \n—    \n— \nHorizon\n   \n100,000    \n27,765    \n—    \n— \nDislocation\n   \n20,000    \n12,274    \n—    \n— \nOther (c)\n   \n7,481    \n2,397    \n—    \n— \n  \n  \n  \n  \nTotal Hedge Fund Solutions\n   \n419,091    \n117,989    \n—    \n— \n  \n  \n  \n  \nOther\n  \n  \n  \n  \nTreasury (d)\n   \n1,110,932    \n874,955    \n—    \n— \n  \n  \n  \n  \n  $ 11,725,893   $\n4,964,698   $\n4,527,760   $\n2,172,225 \n  \n  \n  \n  \n \n(a)\nWe expect our commitments to be drawn down over time and to be funded by available cash and cash generated from operations and realizations. Taking into account\nprevailing market conditions and both the liquidity and cash or liquid investment balances, we believe that the sources of liquidity described above will be more than\nsufficient to fund our working capital requirements. Additionally, for some of the general partner commitments shown in the table above, we require our senior managing\ndirectors and certain other professionals to fund a portion of the commitment even though the ultimate obligation to fund the aggregate commitment is ours pursuant to the\ngoverning agreements of the respective funds. The amounts of the aggregate applicable general partner original and remaining commitment are shown in the table above.\n(b)\nIncludes the full portion of our commitments (i) required to be funded by senior managing directors and certain other professionals and (ii) that are elected by such individuals\nto be funded for the life of a fund, where such fund permits such election. Excludes amounts that are elected by such individuals to be funded on an annual basis and certain\nde minimis commitments funded by such individuals in certain carry funds.\n(c)\nRepresents capital commitments to a number of other funds in each respective segment.\n(d)\nRepresents loan origination commitments, revolver commitments and capital market commitments.\nFor 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\nObligations”.\n \n138\nBorrowings\nAs of December 31, 2023, Blackstone Holdings Finance Co. L.L.C. (the “Issuer”), an indirect subsidiary of Blackstone, had issued and outstanding the following senior notes\n(collectively the “Notes”):\n \nSenior Notes (a)\n  \nAggregate\nPrincipal\nAmount\n(Dollars/Euros\nin Thousands)\n2.000%, Due 5/19/2025\n  \n€\n300,000 \n1.000%, Due 10/5/2026\n  \n€\n600,000 \n3.150%, Due 10/2/2027\n  \n$\n300,000 \n5.900%, Due 11/3/2027\n  \n$\n600,000 \n1.625%, Due 8/5/2028\n  \n$\n650,000 \n1.500%, Due 4/10/2029\n  \n€\n600,000 \n2.500%, Due 1/10/2030\n  \n$\n500,000 \n1.600%, Due 3/30/2031\n  \n$\n500,000 \n2.000%, Due 1/30/2032\n  \n$\n800,000 \n2.550%, Due 3/30/2032\n  \n$\n500,000 \n6.200%, Due 4/22/2033\n  \n$\n900,000 \n3.500%, Due 6/1/2034\n  \n€\n500,000 \n6.250%, Due 8/15/2042\n  \n$\n250,000 \n5.000%, Due 6/15/2044\n  \n$\n500,000 \n4.450%, Due 7/15/2045\n  \n$\n350,000 \n4.000%, Due 10/2/2047\n  \n$\n300,000 \n3.500%, Due 9/10/2049\n  \n$\n400,000 \n2.800%, Due 9/30/2050\n  \n$\n400,000 \n2.850%, Due 8/5/2051\n  \n$\n550,000 \n3.200%, Due 1/30/2052\n  \n$\n1,000,000 \n  \n  \n$\n10,707,800 \n  \n \n(a)\nThe Notes are unsecured and unsubordinated obligations of the Issuer and are fully and unconditionally guaranteed, jointly and severally, by Blackstone Inc. and each of the\nBlackstone Holdings Partnerships. The Notes contain customary covenants and financial restrictions that, among other things, limit the Issuer and the guarantors’ ability,\nsubject to certain exceptions, to incur indebtedness secured by liens on voting stock or profit participating equity interests of their subsidiaries or merge, consolidate or sell,\ntransfer or lease assets. The Notes also contain customary events of default. All or a portion of the Notes may be redeemed at our option, in whole or in part, at any time\nand from time to time, prior to their stated maturity, at the make-whole redemption price set forth in the Notes. If a change of control repurchase event occurs, the Notes are\nsubject to repurchase at the repurchase price as set forth in the Notes.\nBlackstone, through the Issuer, has a $4.325 billion unsecured revolving credit facility (the “Credit Facility”) with Citibank, N.A., as administrative agent with a maturity date\nof December 15, 2028. Borrowings may also be made in U.K. sterling, euros, Swiss francs, Japanese yen or Canadian dollars, in each case subject to certain sub-limits. The\nCredit Facility contains customary representations, covenants and events of default. Financial covenants consist of a maximum net leverage ratio and a requirement to keep a\nminimum amount of fee-earning assets under management, each tested quarterly.\n \n139\nFor a tabular presentation of the payment timing of principal and interest due on Blackstone’s issued notes and the Credit Facility see “— Contractual Obligations”.\nContractual Obligations\nThe following table sets forth information relating to our contractual obligations as of December 31, 2023 on a consolidated basis and on a basis deconsolidating the\nBlackstone Funds:\n \nContractual Obligations\n  \n2024\n \n2025-2026\n \n2027-2028\n \nThereafter\n \nTotal\n  \n \n  \n(Dollars in Thousands)\nOperating Lease Obligations (a)\n  $\n161,106  $\n339,275  $\n327,978  $\n577,044  $\n1,405,403 \nPurchase Obligations\n   \n128,176   \n130,592   \n33,120   \n1,890   \n293,778 \nBlackstone Operating Borrowings (b)\n   \n17   \n1,007,780   \n1,575,662   \n8,164,290   \n10,747,749 \nInterest on Blackstone Operating Borrowings (c)\n   \n348,391   \n689,955   \n623,548   \n3,268,270   \n4,930,164 \n\n\nBorrowings of Consolidated Blackstone Funds\n   \n—   \n—   \n—   \n858,133   \n858,133 \nInterest on Borrowings of Consolidated Blackstone Funds\n   \n—   \n101,005   \n101,005   \n97,819   \n299,829 \nBlackstone Funds Capital Commitments to Investee\nFunds (d)\n   \n364,357   \n—   \n—   \n—   \n364,357 \nDue to Certain Non-Controlling Interest Holders in Connection with Tax Receivable\nAgreements (e)\n   \n87,508   \n191,701   \n233,349   \n1,169,085   \n1,681,643 \nUnrecognized Tax Benefits, Including Interest and Penalties (f)\n   \n—   \n—   \n—   \n—   \n— \nBlackstone Operating Entities Capital Commitments to Blackstone Funds and Other (g)\n   \n4,964,698   \n—   \n—   \n—   \n4,964,698 \n  \nConsolidated Contractual Obligations\n   \n6,054,253   \n2,460,308   \n2,894,662   14,136,531   \n25,545,754 \nBorrowings of Consolidated Blackstone Funds\n   \n—   \n—   \n—   \n(858,133)   \n(858,133) \nInterest on Borrowings of Consolidated Blackstone Funds\n   \n—   \n(101,005)   \n(101,005)   \n(97,819)   \n(299,829) \nBlackstone Funds Capital Commitments to Investee\nFunds (d)\n   \n(364,357)   \n—   \n—   \n—   \n(364,357) \n  \nBlackstone Operating Entities Contractual Obligations\n  $\n5,689,896  $\n2,359,303  $\n2,793,657  $ 13,180,579  $ 24,023,435 \n  \n \n(a)\nWe lease our primary office space and certain office equipment under agreements that expire through 2043. Occupancy lease agreements, in addition to contractual rent\npayments, generally include additional payments for certain costs incurred by the landlord, such as building expenses and utilities. To the extent these are fixed or\ndeterminable they are included in the table above. The table above includes operating leases that are recognized as Operating Lease Liabilities, short-term leases that are\nnot recorded as Operating Lease Liabilities and leases that have been signed but not yet commenced which are not recorded as Operating Lease Liabilities. The amounts in\nthis table are presented net of contractual sublease commitments.\n(b)\nRepresents 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\nfinal maturity. 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\nstated maturity. As of December 31, 2023, we had no borrowings outstanding under our revolver.\n \n140\n(c)\nRepresents interest to be paid over the maturity of our senior notes and secured borrowings. For our senior notes, we assume no pre-payments and the borrowings are held\nuntil their final maturity. For our secured borrowings, we project pre-payments based on the performance of the underlying assets with interest payments based on the\nestimated principal outstanding, inclusive of projected pre-payments. These amounts include commitment fees for unutilized borrowings under our revolver.\n(d)\nThese obligations represent commitments of the consolidated Blackstone Funds to make capital contributions to investee funds and portfolio companies. These amounts are\ngenerally due on demand and are therefore presented in the less than one year category.\n(e)\nRepresents obligations by Blackstone’s corporate subsidiary to make payments under the Tax Receivable Agreements to certain non-controlling interest holders for the tax\nsavings 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. The\nobligation represents the amount of the payments currently expected to be made, which are dependent on the tax savings actually realized as determined annually without\ndiscounting 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 18.\n“Related Party Transactions” (see “— Item 8. Financial Statements and Supplementary Data”) differs to reflect the net present value of the payments due to certain non-\ncontrolling interest holders.\n(f)\nBlackstone is not able to make a reasonably reliable estimate of the timing of payments in individual years in connection with gross unrecognized benefits of $210.8 million\nand interest of $60.8 million as of December 31, 2023; therefore, such amounts are not included in the above contractual obligations table.\n(g)\nThese obligations represent commitments by us to provide general partner capital funding to the Blackstone Funds, limited partner capital funding to other funds and\nBlackstone principal investment commitments. These amounts are generally due on demand and are therefore presented in the less than one year category; however, a\nsubstantial amount of the capital commitments are expected to be called over the next three years. We expect to continue to make these general partner capital\ncommitments as we raise additional amounts for our investment funds over time.\nGuarantees\nBlackstone and certain of its consolidated funds provide financial guarantees. The amounts and nature of these guarantees are described in Note 19. “Commitments and\nContingencies — Contingencies — Guarantees” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nIndemnifications\nIn many of its service contracts, Blackstone agrees to indemnify the third party service provider under certain circumstances. The terms of the indemnities vary from contract\nto 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\nConsolidated Financial Statements as of December 31, 2023.\nClawback Obligations\nPerformance 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\nbased on cumulative results of that fund. The amounts and nature of Blackstone’s clawback obligations are described in Note 19. “Commitments and Contingencies\n— Contingencies — Contingent Obligations (Clawback)” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this\nfiling.\n \n141\nShare Repurchase Program\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $2.0 billion of common stock and Blackstone Holdings Partnership Units. Under\nthe 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\nnumber repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be changed,\nsuspended or discontinued at any time and does not have a specified expiration date.\nDuring the year ended December 31, 2023, Blackstone repurchased 3.7 million shares of common stock at a total cost of $351.3 million. As of December 31, 2023, the\namount remaining available for repurchases under the program was $756.8 million.\nDividends\nOur 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\nadjustment 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\nbusiness 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,\nclawback obligations and dividends to stockholders for any ensuing quarter. The dividend amount could also be adjusted upward in any one quarter.\nFor Blackstone’s definition of Distributable Earnings, see “— Key Financial Measures and Indicators.”\nAll 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 our board of\ndirectors may change our dividend policy at any time, including, without limitation, to reduce such quarterly dividends or even to eliminate such dividends entirely.\nBecause the publicly traded entity and/or its wholly owned subsidiaries must pay taxes and make payments under the tax receivable agreements, the amounts ultimately\npaid as dividends by Blackstone 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\ndistributed by the Blackstone Holdings Partnerships to the Blackstone personnel and others who are limited partners of the Blackstone Holdings Partnerships in respect of their\nBlackstone Holdings Partnership Units. Following Blackstone’s conversion from a limited partnership to a corporation, we expect to pay more corporate income taxes than we\nwould have as a limited partnership, which will increase this difference between the per share dividend and per unit distribution amounts.\nDividends 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\ncapital to the extent of the stockholder’s basis.\nThe following graph shows fiscal quarterly and annual per common stockholder dividends for 2023, 2022 and 2021. Dividends are declared and paid in the quarter\n\n\nsubsequent to the quarter in which they are earned.\n \n142\nWith respect to fiscal year 2023, we paid to stockholders of our common stock a dividend of $0.82, $0.79, $0.80 and $0.94 per share in respect of the first, second, third and\nfourth quarters, respectively, aggregating to $3.35 per share of common stock. With respect to fiscal years 2022 and 2021, we paid stockholders of our common stock aggregate\ndividends of $4.40 per share and $4.06 per share, respectively.\nLeverage\nWe may under certain circumstances use leverage opportunistically and over time to create the most efficient capital structure for Blackstone and our stockholders. In\naddition to the borrowings from our notes issuances and our revolving credit facility, we may use reverse repurchase agreements, repurchase agreements and securities sold, not\nyet purchased. Reverse repurchase agreements are entered into primarily to take advantage of opportunistic yields otherwise absent in the overnight markets and also to use the\ncollateral received to cover securities sold, not yet purchased. Repurchase agreements are entered into primarily to opportunistically yield higher spreads on purchased\nsecurities. The balances held in these financial instruments fluctuate based on Blackstone’s liquidity needs, market conditions and investment risk profiles.\n \n143\nThe following table presents information regarding these financial instruments which are included in Accounts Payable, Accrued Expenses and Other Liabilities in our\nConsolidated Statements of Financial Condition:\n \n \n  \nRepurchase\nAgreements   \nSecurities\nSold, Not Yet\nPurchased\n  \n  \n \n  \n(Dollars in Millions)\nBalance, December 31, 2023\n  \n$\n—   \n$\n3.9 \nBalance, December 31, 2022\n  \n$\n89.9   \n$\n3.8 \nYear Ended December 31, 2023\n  \n  \nAverage Daily Balance\n  \n$\n24.7   \n$\n3.8 \nMaximum Daily Balance\n  \n$\n90.1   \n$\n4.0 \nCritical Accounting Policies\nWe prepare our Consolidated Financial Statements in accordance with GAAP. In applying many of these accounting principles, we need to make assumptions, estimates\nand/or judgments that affect the reported amounts of assets, liabilities, revenues and expenses in our Consolidated Financial Statements. We base our estimates and judgments\non historical experience and other assumptions that we believe are reasonable under the circumstances. These assumptions, estimates and/or judgments, however, are often\nsubjective. Actual results may be affected negatively based on changing circumstances. If actual amounts are ultimately different from our estimates, the revisions are included in\nour results of operations for the period in which the actual amounts become known. We believe the following critical accounting policies could potentially produce materially\ndifferent results if we were to change underlying assumptions, estimates and/or judgments. For a description of our accounting policies, see Note 2. “Summary of Significant\nAccounting Policies” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nPrinciples of Consolidation\nFor a description of our accounting policy on consolidation, see Note 2. “Summary of Significant Accounting Policies — Consolidation” and Note 9. “Variable Interest Entities”\nin the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” for detailed information on Blackstone’s involvement with VIEs.\nThe following discussion is intended to provide supplemental information about how the application of consolidation principles impact our financial results, and management’s\nprocess for implementing those principles including areas of significant judgment.\nThe determination that Blackstone holds a controlling financial interest in a Blackstone Fund or investment vehicle significantly changes the presentation of our consolidated\nfinancial statements. In our Consolidated Statements of Financial Position included in this filing, we present 100% of the assets and liabilities of consolidated VIEs along with a\nnon-controlling interest which represents the portion of the consolidated vehicle’s interests held by third parties. However, assets of our consolidated VIEs can only be used to\nsettle obligations of the consolidated VIE and are not available for general use by Blackstone. Further, the liabilities of our consolidated VIEs do not have recourse to the general\ncredit of Blackstone. In the Consolidated Statements of Operations, we eliminate any management fees, Incentive Fees, or Performance Allocations received or accrued from\nconsolidated VIEs as they are considered intercompany transactions. We recognize 100% of the consolidated VIE’s investment income (loss) and allocate the portion of that\nincome (loss) attributable to third party ownership to non-controlling interests in arriving at Net Income Attributable to Blackstone Inc.\nThe assessment of whether we consolidate a Blackstone Fund or investment vehicle we manage requires the application of significant judgment. These judgments are\napplied both at the time we become involved with the VIE and on an ongoing basis and include, but are not limited to:\n \n144\n \n•\n \nDetermining whether our management fees, Incentive Fees or Performance Allocations represent variable interests — We make judgments as to whether the fees\nwe earn are commensurate with the level of effort required for those fees and at market rates. In making this judgment, we consider, among other things, the extent\nof third party investment in the entity and the terms of any other interests we hold in the VIE.\n \n•\n \nDetermining 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\nthe general partner, the investment manager or its equivalent, or to dissolve (liquidate) the partnership entity, through a simple majority vote. This includes an\nevaluation of whether barriers to exercise these rights exist.\n\n\n \n•\n \nConcluding whether Blackstone has an obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE — As there is no\nexplicit threshold in GAAP to define “potentially significant,” management must apply judgment and evaluate both quantitative and qualitative factors to conclude\nwhether this threshold is met.\nRevenue Recognition\nFor a description of our accounting policy on revenue recognition, see Note 2. “Summary of Significant Accounting Policies — Revenue Recognition” in the “Notes to\nConsolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data.” For an additional description of the nature of our revenue arrangements,\nincluding how management fees, Incentive Fees, and Performance Allocations are generated, please refer to “Part I. Item 1. Business — Fee Structure/Incentive Arrangements.”\nThe following discussion is intended to provide supplemental information about how the application of revenue recognition principles impact our financial results, and\nmanagement’s process for implementing those principles including areas of significant judgment.\nManagement and Advisory Fees, Net — Blackstone earns base management fees from its customers at a fixed percentage of a calculation base which is typically assets\nunder management, net asset value, gross asset value, total assets, committed capital or invested capital. The range of management fee rates and the calculation base from\nwhich they are earned, generally, are as follows:\nOn private equity, real estate, and certain of our hedge fund solutions and credit-focused funds:\n \n \n•\n \n0.25% to 1.75% of committed capital or invested capital during the investment period,\n \n•\n \n0.25% to 1.50% of invested capital, committed capital or investment fair value subsequent to the investment period for private equity and real estate funds, and\n \n•\n \n1.00% to 1.75% of invested capital or net asset value subsequent to the investment period for certain of our hedge fund solutions and credit-focused funds.\nOn real estate and credit-focused funds structured like hedge funds:\n \n \n•\n \n0.50% to 1.00% of net asset value.\nOn credit separately managed accounts:\n \n \n•\n \n0.20% to 1.35% of net asset value or total assets.\nOn real estate separately managed accounts:\n \n \n•\n \n0.35% to 2.00% of invested capital, net operating income or net asset value.\n \n145\nOn insurance separately managed accounts and investment vehicles:\n \n \n•\n \n0.25% to 1.00% of net asset value.\nOn funds of hedge funds, certain hedge funds and separately managed accounts invested in hedge funds:\n \n \n•\n \n0.20% to 1.50% of net asset value.\nOn CLO vehicles:\n \n \n•\n \n0.20% to 0.50% of the aggregate par amount of collateral assets, including principal cash.\nOn credit-focused registered and non-registered investment companies:\n \n \n•\n \n0.25% to 1.25% of total assets or net asset value.\nThe investment adviser of BXMT receives annual management fees based on 1.50% of BXMT’s net proceeds received from equity offerings and accumulated “distributable\nearnings” (which is generally equal to its GAAP net income excluding certain non-cash and other items), subject to certain adjustments. The investment advisers of BREIT and\nBEPIF receive a management fee of 1.25% per annum of net asset value, payable monthly.\nManagement fee calculations based on committed capital or invested capital are mechanical in nature and therefore do not require the use of significant estimates or\njudgments. Management fee calculations based on net asset value, total assets, or investment fair value depend on the fair value of the underlying investments within the funds.\nEstimates and assumptions are made when determining the fair value of the underlying investments within the funds and could vary depending on the valuation methodology that\nis used as well as economic conditions. See “— Fair Value” below for further discussion of the judgment required for determining the fair value of the underlying investments.\nInvestment Income (Loss) — Performance Allocations are made to the general partner based on cumulative fund performance to date, subject to a preferred return to limited\npartners. Blackstone has concluded that investments made alongside its limited partners in a partnership which entitle Blackstone to a Performance Allocation represent equity\nmethod investments that are not in the scope of the GAAP guidance on accounting for revenues from contracts with customers. Blackstone accounts for these arrangements\nunder the equity method of accounting. Under the equity method, Blackstone’s share of earnings (losses) from equity method investments is determined using a balance sheet\napproach referred to as the hypothetical liquidation at book value (“HLBV”) method. Under the HLBV method, at the end of each reporting period Blackstone calculates the\naccrued Performance Allocations that would be due to Blackstone for each fund pursuant to the fund agreements as if the fair value of the underlying investments were realized\nas of such date, irrespective of whether such amounts have been realized. Performance Allocations are subject to clawback to the extent that the Performance Allocation received\nto date exceeds the amount due to Blackstone based on cumulative results.\nThe change in the fair value of the investments held by certain Blackstone Funds is a significant input into the accrued Performance Allocation calculation and accrual for\npotential repayment of previously received Performance Allocations. Estimates and assumptions are made when determining the fair value of the underlying investments within\nthe funds. See “— Fair Value” below for further discussion related to significant estimates and assumptions used for determining fair value of the underlying investments.\nFair Value\nBlackstone uses fair value throughout the reporting process. For a description of our accounting policies related to valuation, see Note 2. “Summary of Significant\nAccounting Policies — Fair Value of Financial Instruments” and “Summary of Significant Accounting Policies — Investments at Fair Value” in the “Notes to Consolidated Financial\nStatements” in “— Item 8. Financial Statements and Supplementary Data” of this filing. The following discussion is intended to provide supplemental information about how the\napplication of fair value principles impact our financial results, and management’s process for implementing those principles including areas of significant judgment.\n \n \n146\nThe fair value of the investments held by Blackstone Funds is the primary input to the calculation of certain of our management fees, Incentive Fees, Performance\nAllocations and the related Compensation we recognize. Generally, Blackstone Funds are accounted for as investment companies under the American Institute of Certified Public\nAccountants Audit and Accounting Guide, Investment Companies, and in accordance with the GAAP guidance on investment companies and reflect their investments, including\nmajority-owned and controlled investments (the “Portfolio Companies”), at fair value. In the absence of observable market prices, we utilize valuation methodologies applied on a\nconsistent basis and assumptions that we believe market participants would use to determine the fair value of the investments. For investments where little market activity exists\nmanagement’s determination of fair value is based on the best information available in the circumstances, which may incorporate management’s own assumptions and involves a\nsignificant degree of judgment, and the consideration of a combination of internal and external factors, including the appropriate risk adjustments for non-performance and\nliquidity risks.\nBlackstone has also elected the fair value option for certain instruments it owns directly, including loans and receivables, investments in private debt securities and other\nproprietary investments. Blackstone is required to measure certain financial instruments at fair value, including debt instruments, equity securities and freestanding derivatives.\nFair Value of Investments or Instruments that are Publicly Traded\n\n\nSecurities that are publicly traded and for which a quoted market exists will be valued at the closing price of such securities in the principal market in which the security\ntrades, or in the absence of a principal market, in the most advantageous market on the valuation date. When a quoted price in an active market exists, no block discounts or\ncontrol premiums are permitted regardless of the size of the public security held. In some cases, securities will include legal and contractual restrictions limiting their purchase and\nsale for a period of time. A discount to publicly traded price may be appropriate in instances where a legal restriction is a characteristic of the security, such as may be required\nunder SEC Rule 144. The amount of the discount, if taken, shall be determined based on the time period that must pass before the restricted security becomes unrestricted or\notherwise available for sale.\nFair Value of Investments or Instruments that are not Publicly Traded\nInvestments for which market prices are not observable include private investments in the equity or debt of operating companies or real estate properties. Our primary\nmethodology for determining the fair values of such investments is generally the income approach which provides an indication of fair value based on the present value of cash\nflows that a business, security, or property is expected to generate in the future. The most widely used methodology under the income approach is the discounted cash flow\nmethod which includes significant assumptions about the underlying investment’s projected net earnings or cash flows, discount rate, capitalization rate and exit multiple. Our\nsecondary methodology, generally used to corroborate the results of the income approach, is typically the market approach. The most widely used methodology under the market\napproach relies upon valuations for comparable public companies, transactions, or assets, and includes making judgments about which companies, transactions, or assets are\ncomparable. Depending on the facts and circumstances associated with the investment, different primary and secondary methodologies may be used including option value,\ncontingent claims or scenario analysis, yield analysis, projected cash flow through maturity or expiration, discount to sale, probability weighted methods or recent round of\nfinancing.\n \n147\nIn certain cases debt and equity securities are valued on the basis of prices from an orderly transaction between market participants provided by reputable dealers or pricing\nservices. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in such investments, quotations from\ndealers, pricing matrices and market transactions in comparable investments and various relationships between investments.\nManagement Process on Fair Value\nDue to the importance of fair value throughout the consolidated financial statements and the significant judgment required to be applied in arriving at those fair values, we\nhave developed a process around valuation that incorporates several levels of approval and review from both internal and external sources. Investments held by Blackstone\nFunds 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.\nFor investments held by vehicles managed by more than one business unit, Blackstone has developed a process designed to facilitate coordination and alignment, as\nappropriate, of the fair value of in-scope investments across business units.\nFor investments valued utilizing the income method and where Blackstone has information rights, we generally have a direct line of communication with each of the Portfolio\nCompanies’ and underlying assets’ finance teams and collect financial data used to support projections used in a discounted cash flow analysis. The valuation team then\nanalyzes the data received and updates the valuation models reflecting any changes in the underlying cash flow projections, weighted-average cost of capital, exit multiple or\ncapitalization rate, and any other valuation input relevant to economic conditions.\nThe 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\nis comprised of key personnel from the business unit, typically the chief investment officer, chief operating officer, chief financial officer, chief compliance officer (or their\nrespective equivalents where applicable) and other senior managing directors in the business. To further corroborate results, each business unit also generally obtains either a\npositive assurance opinion or a range of value from an independent valuation party, at least annually for internally prepared valuations for investments that have been held by\nBlackstone Funds and investment vehicles for greater than a year and quarterly for certain investments. Our firmwide valuation committee, chaired by our Chief Financial Officer\nand comprised of senior members of our businesses and representatives from corporate functions, including legal and finance, reviews the valuation process for investments held\nby us and our investment vehicles, including the application of appropriate valuation standards on a consistent basis. Each quarter, the valuation process is also reviewed by the\naudit committee of our board of directors, which is comprised of our non-employee directors.\nIncome Tax\nFor a description of our accounting policy on taxes and additional information on taxes see Note 2. “Summary of Significant Accounting Policies” and Note 15. “Income\nTaxes,” in the “Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nOur provision for income taxes is composed of current and deferred taxes. Current income taxes approximate taxes to be paid or refunded for the current period. Deferred\nincome taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the applicable\nenacted tax rates and laws that will be in effect when such differences are expected to reverse.\nAdditionally, significant judgment is required in estimating the provision for (benefit from) income taxes, current and deferred tax balances (including valuation allowance),\naccrued interest or penalties and uncertain tax positions. In evaluating these judgments, we consider, among other items, projections of taxable income (including the character of\nsuch income), beginning with historic results and incorporating assumptions of the amount of future pretax operating income. These assumptions about future taxable income\nrequire significant judgment and are consistent with the plans and estimates that Blackstone uses to manage its business. To the extent any portion of the deferred tax assets are\nnot considered to be more likely than not to be realized, a valuation allowance is recorded.\n \n148\nRevisions 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.\nRecent Accounting Developments\nInformation regarding recent accounting developments and their impact on Blackstone, if any, can be found in Note 2. “Summary of Significant Accounting Policies” in the\n“Notes to Consolidated Financial Statements” in “— Item 8. Financial Statements and Supplementary Data” of this filing.\nInterbank Offered Rates Transition\nCertain jurisdictions are currently reforming or phasing out their benchmark interest rates, most notably LIBOR across multiple currencies. Most such reforms and phase\nouts, including all tenors of U.S. dollar LIBOR, became effective on or prior to June 30, 2023, though some rates may persist on a synthetic basis through September 2024.\nBlackstone has taken steps to prepare for and mitigate the impact of changing base rates and continues to manage transition efforts and evaluate the impact of prospective\nchanges on existing transactions and contractual arrangements. See “Part I. Item 1A. Risk Factors — Risks Related to Our Business — Interest rates on our and our funds’\nportfolio companies’ outstanding financial instruments have been and might in the future be subject to change based on regulatory developments, which could adversely affect\nour investment returns and our and our portfolio companies’ borrowing costs.”\n \nItem 7A.\nQuantitative and Qualitative Disclosures About Market Risk\nOur predominant exposure to market risk is related to our role as general partner or investment adviser to the Blackstone Funds and the sensitivities to movements in the fair\nvalue of their investments, including the effect on management fees, performance revenues and investment income. See “Part I. — Item 1. Business — Investment Process and\nRisk Management.”\nEffect on Fund Management Fees\nOur management fees are based on (a) third parties’ capital commitments to a Blackstone Fund, (b) third parties’ capital invested in a Blackstone Fund or (c) the net asset\nvalue (“NAV”) or gross asset value (“GAV”) of a Blackstone Fund, vehicle or separately managed account, as described in our Consolidated Financial Statements. Management\nfees will only be directly affected by short-term changes in market conditions to the extent they are based on NAV, GAV or represent permanent impairments of value. These\nmanagement fees will be increased (or reduced) in direct proportion to the effect of changes in the fair value of our investments in the related funds. The proportion of our\nmanagement fees that are based on NAV or GAV is dependent on the number and types of Blackstone Funds, vehicles, or separately managed accounts in existence and the\ncurrent stage of each fund’s life cycle. For the years ended December 31, 2023 and December 31, 2022, the percentages of our fund management fees based on the NAV or\nGAV of the applicable funds or separately managed accounts, were as follows:\n \n  \nYear Ended December 31,\n\n\n \n  \n2023\n \n2022\nFund Management Fees Based on the NAV or GAV of the Applicable Funds or Separately Managed Accounts\n   \n47%   \n49% \n \n149\nMarket Risk\nThe Blackstone Funds hold investments which are reported at fair value and Blackstone invests directly in securities measured at fair value. Based on the fair value as of\nDecember 31, 2023 and December 31, 2022, we estimate that a 10% decline in the fair value of investments, excluding equity securities without a readily determinable fair value\nmeasured in accordance with the measurement alternative, and certain freestanding derivative instruments would result in the following declines in Management and Advisory\nFees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n \n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (c)\n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (c)\n  \n  \n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n10% Decline in Fair Value of the Investments\n  \n$\n392,340   \n$ 2,172,376   \n$\n835,037   \n$\n319,183   \n$ 2,249,535   \n$\n549,836 \n \n(a)\nRepresents the annualized effect of the 10% decline.\n(b)\nRepresents the reporting date effect of the 10% decline. Presented net of Unrealized Performance Allocations Compensation.\n(c)\nRepresents the reporting date effect of the 10% decline. Also includes the net effect of consolidated funds, which reflects the change on Net Gains from Fund Investment\nActivities, net of Non-Controlling Interests.\nThe fair value of the investments, derivatives and securities subject to the market risk sensitivities can vary significantly based on a number of factors, including the diversity\nof the Blackstone Funds’ investment portfolio, market conditions, trading values, similar transactions, financial metrics, and industry comparatives. See “Part I. Item 1A. Risk\nFactors” above. Also see “— Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations — Critical Accounting Policies — Fair Value.” We\nbelieve these fair value amounts should be utilized with caution as our intent and strategy is to hold investments and securities until prevailing market conditions are beneficial for\ninvestment sales.\nExchange Rate Risk\nBlackstone and the Blackstone Funds hold investments that are denominated in non-U.S. dollar currencies that may be affected by movements in the rate of exchange\nbetween the U.S. dollar and non-U.S. dollar currencies. Additionally, a portion of our management fees are denominated in non-U.S. dollar currencies. We estimate that as of\nDecember 31, 2023 and December 31, 2022, a 10% decline in the rate of exchange of all foreign currencies against the U.S. dollar would result in the following declines in\nManagement and Advisory Fees, Net, Unrealized Performance Allocations, Net and Unrealized Principal Investment Income:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n \n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)(c)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (b)\n  \nManagement\nand Advisory\nFees, Net (a)   \nUnrealized\nPerformance\nAllocations,\nNet (b)(c)\n  \nUnrealized\nPrincipal\nInvestment\nIncome (b)\n  \n  \n  \n  \n  \n  \n \n  \n(Dollars in Thousands)\n10% Decline in the Rate of Exchange of All Foreign Currencies Against the\nU.S. Dollar\n  \n$\n40,373   \n$\n596,201   \n$\n74,707   \n$\n38,466   \n$\n850,109   \n$\n79,333 \n \n(a)\nRepresents the annualized effect of the 10% decline.\n(b)\nRepresents the reporting date effect of the 10% decline.\n(c)\nPresented net of Unrealized Performance Allocations Compensation.\n \n150\nInterest Rate Risk\nBlackstone may have debt obligations payable that accrue interest at variable rates. Interest rate changes may therefore affect the amount of our interest payments, future\nearnings and cash flows. As of December 31, 2023, Blackstone had $39.9 million outstanding under the Secured Borrowings that is subject to interest at a variable rate. The\nannualized increase in interest expense due to a 1% increase in interest rates would be $0.4 million as a result of these borrowings. Blackstone did not have variable interest\nbased debt obligations payable as of December 31, 2022 and therefore, interest expense was not impacted by changes in interest rates for the year ended December 31, 2022.\nBlackstone has a diversified portfolio of liquid assets to meet the liquidity needs of various businesses. This portfolio includes cash, open-ended money market mutual funds,\nopen-ended bond mutual funds, marketable investment securities, freestanding derivative contracts, repurchase and reverse repurchase agreements and other investments. If\ninterest rates were to increase by one percentage point, we estimate that our annualized investment income would decrease, offset by an estimated increase in interest income\non an annual basis from interest on floating rate assets, as follows:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n \n  \nAnnualized\nDecrease in\nInvestment\nIncome\n \nAnnualized\nIncrease in\nInterest Income\nfrom Floating\nRate Assets\n  \nAnnualized\nDecrease in\nInvestment\nIncome\n \nAnnualized\nIncrease in\nInterest Income\nfrom Floating\nRate Assets\n  \n  \n \n  \n(Dollars in Thousands)\nOne Percentage Point Increase in Interest Rates\n  \n$\n6,504 (a)  \n$\n12,881   \n$\n9,295 (a)  \n$\n28,676 \n \n(a)\nAs of December 31, 2023 and 2022, this represents 0.1% and 0.2% of our portfolio of liquid assets, respectively.\n \n151\nBlackstone has U.S. dollar and non-U.S. dollar based interest rate derivatives whose future cash flows and present value may be affected by movement in their respective\nunderlying yield curves. We estimate that as of December 31, 2023 and December 31, 2022, a one percentage point increase parallel shift in global yield curves would result in\nthe following impact on Other Revenue:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n  \n \n  \n(Dollars in Thousands)\nAnnualized Increase (Decrease) in Other Revenue Due to a One Percentage Point Increase in Interest Rates\n  \n$\n1,352   \n$\n (4,373) \nCredit Risk\nCertain Blackstone Funds and the Investee Funds are subject to certain inherent risks through their investments.\nOur portfolio of liquid assets contains certain credit risks including, but not limited to, exposure to uninsured deposits with financial institutions, unsecured corporate bonds\nand mortgage-backed securities. These exposures are actively monitored on a continuous basis and positions are reallocated based on changes in risk profile, market or\neconomic conditions.\nWe estimate that our annualized investment income would decrease, if credit spreads were to increase by one percentage point, as follows:\n \n\n\n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n  \n \n  \n(Dollars in Thousands)\nDecrease in Annualized Investment Income Due to a One Percentage Point Increase in Credit\nSpreads (a)\n  \n$\n5,343   \n$\n 12,605  \n \n(a)\nAs of December 31, 2023 and 2022, this represents 0.1% and 0.3% of our portfolio of liquid assets, respectively.\nCertain of our entities hold derivative instruments that contain an element of risk in the event that the counterparties may be unable to meet the terms of such agreements.\nWe minimize our risk exposure by limiting the counterparties with which we enter into contracts to banks and investment banks that meet established credit and capital guidelines.\nWe do not expect any counterparty to default on its obligations and therefore do not expect to incur any loss due to counterparty default.\n \n152\nItem 8.\nFinancial Statements and Supplementary Data\nIndex to Consolidated Financial Statements\n \nReport of Independent Registered Public Accounting Firm (PCAOB ID 34)\n   154 \nConsolidated Statements of Financial Condition as of December 31, 2023 and 2022\n   157 \nConsolidated Statements of Operations for the Years Ended December 31, 2023, 2022 and 2021\n   159 \nConsolidated Statements of Comprehensive Income for the Years Ended December 31, 2023, 2022 and 2021\n   160 \nConsolidated Statements of Changes in Equity for the Years Ended December 31, 2023, 2022 and 2021\n   161 \nConsolidated Statements of Cash Flows for the Years Ended December 31, 2023, 2022 and 2021\n   164 \nNotes to Consolidated Financial Statements\n   166 \n \n153\nReport of Independent Registered Public Accounting Firm\nTo the Stockholders and the Board of Directors of Blackstone Inc.:\nOpinions on the Financial Statements and Internal Control over Financial Reporting\nWe have audited the accompanying consolidated statements of financial condition of Blackstone Inc. and subsidiaries (“Blackstone”) as of December 31, 2023 and 2022, the\nrelated consolidated statements of operations, comprehensive income, changes in equity, and cash flows for each of the three years in the period ended December 31, 2023,\nand the related notes (collectively referred to as the “financial statements”). We also have audited Blackstone’s internal control over financial reporting as of December 31, 2023,\nbased on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).\nIn our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Blackstone as of December 31, 2023 and 2022, and\nthe results of its operations and its cash flows for each of the three years in the period ended December 31, 2023, in conformity with accounting principles generally accepted in\nthe United States of America. Also, in our opinion, Blackstone maintained, in all material respects, effective internal control over financial reporting as of December 31, 2023,\nbased on criteria established in Internal Control — Integrated Framework (2013) issued by COSO.\nBasis for Opinions\nBlackstone’s management is responsible for these financial statements, for maintaining effective internal control over financial reporting, and for its assessment of the\neffectiveness of internal control over financial reporting, included in the accompanying management’s report on internal control over financial reporting. Our responsibility is to\nexpress an opinion on these financial statements and an opinion on Blackstone’s internal control over financial reporting based on our audits. We are a public accounting firm\nregistered with the Public Company Accounting Oversight Board (United States) (“PCAOB”) and are required to be independent with respect to Blackstone in accordance with the\nU.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.\nWe conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audits to obtain reasonable assurance\nabout whether the financial statements are free of material misstatement, whether due to error or fraud, and whether effective internal control over financial reporting was\nmaintained in all material respects.\nOur audits of the financial statements included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud,\nand performing procedures to respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial\nstatements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of\nthe financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that\na material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing\nsuch other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our opinions.\n \n154\nDefinition and Limitations of Internal Control over Financial Reporting\nA company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation\nof financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those\npolicies and procedures that (a) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the\ncompany, (b) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted\naccounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company,\nand (c) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material\neffect on the financial statements.\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to\nfuture periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures\nmay deteriorate.\nCritical Audit Matter\nThe critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be\ncommunicated to the audit committee and that (a) relates to accounts or disclosures that are material to the financial statements and (b) involved our especially challenging,\nsubjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not,\nby communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.\nFair Value of Certain Underlying Investments to determine Performance Allocations and Accrued Performance Allocations — Refer to Notes 2 and 4 to the financial\nstatements\nCritical Audit Matter Description\nBlackstone, as a general partner, is entitled to an allocation of income from certain carry fund and open-ended structures (“Blackstone Funds”) assuming certain investment\nreturns are achieved, referred to as “Performance Allocations”. Performance Allocations in carry fund structures are made based on cumulative fund performance to date, subject\nto a preferred return to limited partners. Performance Allocations in open-ended structures are based on fund or vehicle performance over a period of time, subject to a high water\nmark and preferred return to limited partners or investors. The change in the fair value of the underlying investments held by the Blackstone Funds is the significant input into this\n\n\ncalculation.\nAs the fair value of underlying investments varies between reporting periods, adjustments are made to amounts recorded as Accrued Performance Allocations to reflect\neither (a) positive performance resulting in an increase in the Accrued Performance Allocation or (b) negative performance that would cause the amount due to the general\npartner to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the Accrued Performance Allocation to the general partner.\nWe considered the valuation of certain investments without readily determinable fair values used in the calculation of Performance Allocations and Accrued Performance\nAllocations as a critical audit matter because of the valuation techniques, assumptions, market impacts and the degree of subjectivity of certain unobservable inputs used in the\nvaluation. Auditing the fair value of these investments required a high degree of auditor judgment and increased effort, including the involvement of our internal fair value\nspecialists as needed, who possess significant fair value methodology and modeling expertise.\n \n155\nHow the Critical Audit Matter Was Addressed in the Audit\nOur audit procedures related to testing the fair values of certain investments without readily determinable fair values included the following, among others:\n \n \n•\n \nWe assessed the design and tested the operating effectiveness of controls, including those related to management’s review of the techniques and assumptions\nused in the determination of fair value.\n \n•\n \nWe evaluate the appropriateness of management’s assumptions through independent analysis and comparison to external sources.\n \n•\n \nWe utilized more experienced audit team members and, as needed, our internal fair value specialists, to assist in the evaluation of management’s valuation\nmethodologies and assumptions (or “inputs”).\n \n•\n \nWe altered the nature, timing and extent of our procedures to focus our test on evaluating relevant inputs that required a higher degree of management judgment\n(e.g., cash flow projections, guideline public companies, certain components of the discount rates, yields, capitalization rates and exit multiples used in the\ncalculation of the terminal value). Our procedures included testing the underlying source information of the assumptions, as well as developing a range of\nindependent estimates and comparing those to the inputs used by management.\n \n•\n \nWe evaluated management’s valuation methodologies and modeling techniques for consistency with the expected methodologies of market participants in\ndeveloping an estimate of fair value.\n \n•\n \nWe evaluated the impact of current market events and conditions, as well as relevant comparable transactions, on the valuation techniques and assumptions used\nby management (e.g., industry, sector and geographic location performance, cash flow projections, other market fundamentals, and interest rates).\n \n•\n \nWhen applicable, we inspected industry reports to evaluate the consistency of current valuations with expected industry performance and inclusion of significant\neconomic or industry events.\n \n•\n \nWe evaluated management’s ability to accurately estimate fair value by comparing previous estimates of fair value to investment transactions with third parties.\n \n/s/ DELOITTE & TOUCHE LLP  \nNew York, New York\nFebruary 23, 2024\nWe have served as Blackstone’s auditor since 2006.\n \n156\n \nBlackstone Inc.\nConsolidated Statements of Financial Condition\n(Dollars in Thousands, Except Share Data)\n \n \n  \nDecember 31, \n2023\n \nDecember 31, \n2022\nAssets\n  \n \nCash and Cash Equivalents\n  $ 2,955,866  $\n4,252,003 \nCash Held by Blackstone Funds and Other\n   \n316,197   \n241,712 \nInvestments\n   26,146,622   27,553,251 \nAccounts Receivable\n   \n193,365   \n462,904 \nDue from Affiliates\n   \n4,466,521   \n4,146,707 \nIntangible Assets, Net\n   \n201,208   \n217,287 \nGoodwill\n   \n1,890,202   \n1,890,202 \nOther Assets\n   \n944,848   \n800,458 \nRight-of-Use Assets\n   \n841,307   \n896,981 \nDeferred Tax Assets\n   \n2,331,394   \n2,062,722 \n  \nTotal Assets\n  $ 40,287,530  $ 42,524,227 \n  \nLiabilities and Equity\n  \n \nLoans Payable\n  $ 11,304,059  $ 12,349,584 \nDue to Affiliates\n   \n2,393,410   \n2,118,481 \nAccrued Compensation and Benefits\n   \n5,247,766   \n6,101,801 \nOperating Lease Liabilities\n   \n989,823   \n1,021,454 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n2,277,258   \n1,251,840 \n  \nTotal Liabilities\n   22,212,316   22,843,160 \n  \nCommitments and Contingencies\n  \n \nRedeemable Non-Controlling Interests in Consolidated Entities\n   \n1,179,073   \n1,715,006 \n  \nEquity\n  \n \nStockholders’ Equity of Blackstone Inc.\n  \n \nCommon Stock, $0.00001 par value, 90 billion shares authorized, (719,358,114 shares issued and outstanding as of December 31, 2023;\n710,276,923 shares issued and outstanding as of December 31, 2022)\n   \n7   \n7 \nSeries I Preferred Stock, $0.00001 par value, 999,999,000 shares authorized, (1 share issued and outstanding as of December 31, 2023\nand December 31, 2022)\n   \n—   \n— \nSeries II Preferred Stock, $0.00001 par value, 1,000 shares authorized, (1 share issued and outstanding as of December 31, 2023 and\nDecember 31, 2022)\n   \n—   \n— \nAdditional Paid-in-Capital\n   \n6,175,190   \n5,935,273 \nRetained Earnings\n   \n660,734   \n1,748,106 \nAccumulated Other Comprehensive Loss\n   \n(19,133)   \n(27,475) \n  \nTotal Stockholders’ Equity of Blackstone Inc.\n   \n6,816,798   \n7,655,911 \nNon-Controlling Interests in Consolidated Entities\n   \n5,177,255   \n5,056,480 \nNon-Controlling Interests in Blackstone Holdings\n   \n4,902,088   \n5,253,670 \n  \nTotal Equity\n   16,896,141   17,966,061 \n  \nTotal Liabilities and Equity\n  $ 40,287,530  $ 42,524,227 \n  \n \ncontinued…\nSee notes to consolidated financial statements.\n\n\n \n157\n \nBlackstone Inc.\nConsolidated Statements of Financial Condition\n(Dollars in Thousands)\n \nThe following presents the asset and liability portion of the consolidated balances presented in the Consolidated Statements of Financial Condition attributable to\nconsolidated Blackstone Funds which are variable interest entities. The following assets may only be used to settle obligations of these consolidated Blackstone Funds and these\nliabilities are only the obligations of these consolidated Blackstone Funds and they do not have recourse to the general credit of Blackstone.\n \n \n  \nDecember 31, \n2023\n \nDecember 31, \n2022\nAssets\n  \n \nCash Held by Blackstone Funds and Other\n  $\n316,197  $\n241,712 \nInvestments\n   \n4,319,483   \n5,136,542 \nAccounts Receivable\n   \n6,995   \n55,223 \nDue from Affiliates\n   \n12,762   \n7,152 \nOther Assets\n   \n770   \n2,159 \n  \nTotal Assets\n  $ 4,656,207   $ 5,442,788  \n  \nLiabilities\n  \n \nLoans Payable\n  $\n687,122  $ 1,450,000 \nDue to Affiliates\n   \n123,909   \n82,345 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n391,172   \n25,858 \n  \nTotal Liabilities\n  $ 1,202,203  $ 1,558,203 \n  \nSee notes to consolidated financial statements.\n \n158 \nBlackstone Inc.\nConsolidated Statements of Operations\n(Dollars in Thousands, Except Share and Per Share Data)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nRevenues\n  \n \n \nManagement and Advisory Fees, Net\n  $\n6,671,260  $\n6,303,315  $\n5,170,707 \n  \nIncentive Fees\n   \n695,171   \n525,127   \n253,991 \n  \nInvestment Income (Loss)\n  \n \n \nPerformance Allocations\n  \n \n \nRealized\n   \n2,223,841   \n5,381,640   \n5,653,452 \nUnrealized\n   \n(1,691,668)   \n(3,435,056)   \n8,675,246 \nPrincipal Investments\n  \n \n \nRealized\n   \n303,823   \n850,327   \n1,003,822 \nUnrealized\n   \n(603,154)   \n(1,563,849)   \n1,456,201 \n  \nTotal Investment Income\n   \n232,842   \n1,233,062   \n16,788,721 \n  \nInterest and Dividend Revenue\n   \n516,497   \n271,612   \n160,643 \nOther\n   \n(92,929)   \n184,557   \n203,086 \n  \nTotal Revenues\n   \n8,022,841   \n8,517,673   \n22,577,148 \n  \nExpenses\n  \n \n \nCompensation and Benefits\n  \n \n \nCompensation\n   \n2,785,447   \n2,569,780   \n2,161,973 \nIncentive Fee Compensation\n   \n281,067   \n207,998   \n98,112 \nPerformance Allocations Compensation\n  \n \n \nRealized\n   \n900,859   \n2,225,264   \n2,311,993 \nUnrealized\n   \n(654,403)   \n(1,470,588)   \n3,778,048 \n  \nTotal Compensation and Benefits\n   \n3,312,970   \n3,532,454   \n8,350,126 \nGeneral, Administrative and Other\n   \n1,117,305   \n1,092,671   \n917,847 \nInterest Expense\n   \n431,868   \n317,225   \n198,268 \nFund Expenses\n   \n118,987   \n30,675   \n10,376 \n  \nTotal Expenses\n   \n4,981,130   \n4,973,025   \n9,476,617 \n  \nOther Income (Loss)\n  \n \n \nChange in Tax Receivable Agreement Liability\n   \n(27,196)   \n22,283   \n(2,759) \nNet Gains (Losses) from Fund Investment Activities\n   \n(56,801)   \n(105,142)   \n461,624 \n  \nTotal Other Income (Loss)\n   \n(83,997)   \n(82,859)   \n458,865 \n  \nIncome Before Provision for Taxes\n   \n2,957,714   \n3,461,789   \n13,559,396 \nProvision for Taxes\n   \n513,461   \n472,880   \n1,184,401 \n  \nNet Income\n   \n2,444,253   \n2,988,909   \n12,374,995 \nNet Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities\n   \n(245,518)   \n(142,890)   \n5,740 \nNet Income Attributable to Non-Controlling Interests in Consolidated Entities\n   \n224,155   \n107,766   \n1,625,306 \nNet Income Attributable to Non-Controlling Interests in Blackstone Holdings\n   \n1,074,736   \n1,276,402   \n4,886,552 \n  \nNet Income Attributable to Blackstone Inc.\n  $\n1,390,880  $\n1,747,631  $\n5,857,397 \n  \nNet Income Per Share of Common Stock\n  \n \n \nBasic\n  $\n1.84  $\n2.36  $\n8.14 \n  \nDiluted\n  $\n1.84  $\n2.36  $\n8.13 \n  \nWeighted-Average Shares of Common Stock Outstanding\n  \n \n \nBasic\n   755,204,556   740,664,038   719,766,879 \n  \nDiluted\n   755,419,936   740,942,399   720,125,043 \n  \nSee notes to consolidated financial statements.\n \n159\n \nBlackstone Inc.\nConsolidated Statements of Comprehensive Income\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\n\n\nNet Income\n  $ 2,444,253  $ 2,988,909  $12,374,995 \nOther Comprehensive Income (Loss) - Currency Translation Adjustment\n   \n59,698   \n(32,523)   \n(5,814) \n  \nComprehensive Income\n   2,503,951   2,956,386   12,369,181 \n  \nLess:\n  \n \n \nComprehensive Income (Loss) Attributable to Redeemable Non-Controlling Interests in Consolidated Entities\n   \n(199,998)   \n(163,263)   \n5,740 \nComprehensive Income Attributable to Non-Controlling Interests in Consolidated Entities\n   \n224,155   \n107,766   1,625,306 \nComprehensive Income Attributable to Non-Controlling Interests in Blackstone Holdings\n   1,080,572   1,272,101   4,884,533 \n  \nComprehensive Income Attributable to Non-Controlling Interests\n   1,104,729   1,216,604   6,515,579 \n  \nComprehensive Income Attributable to Blackstone Inc.\n  $ 1,399,222  $ 1,739,782  $ 5,853,602 \n  \nSee notes to consolidated financial statements.\n \n160 \nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \nShares of\nBlackstone \nInc. (a)\n \nBlackstone Inc. (a)\n  \n  \n  \n  \n \n \nCommon \nStock\n \nCommon\nStock  \nAdditional \nPaid-in- \nCapital\n \nRetained\nEarnings \n(Deficit)\n \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n \nTotal\nStockholders’\nEquity\n \nNon- \nControlling\nInterests in\nConsolidated\nEntities\n \nNon- \nControlling\nInterests in\nBlackstone\nHoldings  \nTotal \nEquity\n \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31, 2020\n  683,875,544  $\n7  $ 6,332,105  $\n335,762  $\n(15,831)  $\n6,652,043  $ 4,042,157  $ 3,831,148  $14,525,348  $\n65,161 \nNet Income\n  \n—   \n—   \n—   5,857,397   \n—   \n5,857,397   \n1,625,306   4,886,552   12,369,255   \n5,740 \nCurrency Translation Adjustment\n  \n—   \n—   \n—   \n—   \n(3,795)   \n(3,795)   \n—   \n(2,019)   \n(5,814)   \n— \nCapital Contributions\n  \n—   \n—   \n—   \n—   \n—   \n—   \n1,280,938   \n10,187   \n1,291,125   \n— \nCapital Distributions\n  \n—   \n—   \n—   (2,545,374)   \n—   \n(2,545,374)   (1,344,754)   (2,067,387)   (5,957,515)   \n(2,873) \nTransfer of Non-Controlling Interests in Consolidated Entities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n(2,994)   \n—   \n(2,994)   \n— \nDeferred Tax Effects Resulting from Acquisition of Ownership Interests from Non-Controlling\nInterest Holders\n  \n—   \n—   \n58,788   \n—   \n—   \n58,788   \n—   \n—   \n58,788   \n— \nEquity-Based Compensation\n  \n—   \n—   \n369,517   \n—   \n—   \n369,517   \n—   \n263,082   \n632,599   \n— \nNet Delivery of Vested Blackstone Holdings Partnership Units and Shares of Common Stock\n  \n3,982,712   \n—   \n(56,120)   \n—   \n—   \n(56,120)   \n—   \n—   \n(56,120)   \n— \nRepurchase of Shares of Common Stock and Blackstone Holdings Partnership Units\n  (10,268,444)   \n—   (1,216,654)   \n—   \n—   \n(1,216,654)   \n—   \n—   (1,216,654)   \n— \nChange in Blackstone Inc.’s Ownership Interest\n  \n—   \n—   \n10,494   \n—   \n—   \n10,494   \n—   \n(10,494)   \n—   \n— \nConversion of Blackstone Holdings Partnership Units to Shares of Common Stock\n  26,749,962   \n—   \n296,597   \n—   \n—   \n296,597   \n—   \n(296,597)   \n—   \n— \nBalance at December 31, 2021\n  704,339,774  $\n7  $ 5,794,727  $ 3,647,785  $\n(19,626)  $\n9,422,893  $ 5,600,653  $ 6,614,472  $21,638,018  $    68,028 \n \n(a)\nDuring the period presented, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of each less than one cent.\n \ncontinued…\nSee notes to consolidated financial statements.\n \n161\nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \nShares of\nBlackstone \nInc. (a)\n \nBlackstone Inc. (a)\n  \n  \n  \n  \n \n \nCommon \nStock\n \nCommon\nStock  \nAdditional\nPaid-in- \nCapital\n \nRetained\nEarnings\n(Deficit)\n \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n \nTotal\nStockholders’\nEquity\n \nNon- \nControlling\nInterests in\nConsolidated\nEntities\n \nNon- \nControlling\nInterests in\nBlackstone\nHoldings  \nTotal \nEquity\n \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31, 2021\n  704,339,774  $\n7  $ 5,794,727  $ 3,647,785  $\n(19,626)  $\n9,422,893  $ 5,600,653  $ 6,614,472  $21,638,018  $\n68,028 \nTransfer In Due to Consolidation of Fund Entities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n1,146,410 \nNet Income (Loss)\n  \n—   \n—   \n—   1,747,631   \n—   \n1,747,631   \n107,766   1,276,402   \n3,131,799   \n(142,890) \nCurrency Translation Adjustment\n  \n—   \n—   \n—   \n—   \n(7,849)   \n(7,849)   \n—   \n(4,301)   \n(12,150)   \n(20,373) \nCapital Contributions\n  \n—   \n—   \n—   \n—   \n—   \n—   \n739,660   \n9,868   \n749,528   \n555,693 \nCapital Distributions\n  \n—   \n—   \n—   (3,647,310)   \n—   \n(3,647,310)   (1,091,798)   (2,881,343)   (7,620,451)   \n(180,200) \nTransfer of Non-Controlling Interests in Consolidated Entities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n(299,801)   \n—   \n(299,801)   \n288,338 \nDeferred Tax Effects Resulting from Acquisition of Ownership Interests from Non-Controlling\nInterest Holders\n  \n—   \n—   \n6,690   \n—   \n—   \n6,690   \n—   \n—   \n6,690   \n— \nEquity-Based Compensation\n  \n—   \n—   \n504,738   \n—   \n—   \n504,738   \n—   \n333,645   \n838,383   \n— \nNet Delivery of Vested Blackstone Holdings Partnership Units and Shares of Common Stock\n  \n5,407,340   \n—   \n(73,987)   \n—   \n—   \n(73,987)   \n—   \n—   \n(73,987)   \n— \nRepurchase of Shares of Common Stock and Blackstone Holdings Partnership Units\n  \n(3,850,000)   \n—   \n(391,968)   \n—   \n—   \n(391,968)   \n—   \n—   \n(391,968)   \n— \nChange in Blackstone Inc.’s Ownership Interest\n  \n—   \n—   \n36,824   \n—   \n—   \n36,824   \n—   \n(36,824)   \n—   \n— \nConversion of Blackstone Holdings Partnership Units to Shares of Common Stock\n  \n4,379,809   \n—   \n58,249   \n—   \n—   \n58,249   \n—   \n(58,249)   \n—   \n— \nBalance at December 31, 2022\n  710,276,923  $\n7  $ 5,935,273  $ 1,748,106  $\n(27,475)  $\n7,655,911  $ 5,056,480  $ 5,253,670  $17,966,061  $ 1,715,006 \n \n(a)\nDuring the period presented, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of each less than one cent.\n \ncontinued…\nSee notes to consolidated financial statements.\n \n162\nBlackstone Inc.\nConsolidated Statement of Changes in Equity\n(Dollars in Thousands, Except Share Data)\n \n \n \n \nShares of\nBlackstone\nInc. (a)\n \nBlackstone Inc. (a)\n  \n  \n  \n  \n \n \nCommon\nStock\n \nCommon\nStock  \nAdditional\nPaid-in-\nCapital\n \nRetained\nEarnings\n(Deficit)\n \nAccumulated\nOther\nCompre-\nhensive\nIncome\n(Loss)\n \nTotal\nStockholders'\nEquity\n \nNon-\nControlling\nInterests in\nConsolidated\nEntities\n \nNon-\nControlling\nInterests in\nBlackstone\nHoldings  \nTotal\nEquity\n \nRedeemable\nNon-\nControlling\nInterests in\nConsolidated\nEntities\nBalance at December 31, 2022\n  710,276,923  $\n7  $ 5,935,273  $ 1,748,106  $\n(27,475)  $\n7,655,911  $ 5,056,480  $ 5,253,670  $17,966,061  $ 1,715,006 \nTransfer Out Due to Deconsolidation of Fund Entities\n  \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n—   \n(53,713) \nNet Income (Loss)\n  \n—   \n—   \n—   1,390,880   \n—   \n1,390,880   \n224,155   1,074,736   \n2,689,771   \n(245,518) \nCurrency Translation Adjustment\n  \n—   \n—   \n—   \n—   \n8,342   \n8,342   \n—   \n5,836   \n14,178   \n45,520 \nCapital Contributions\n  \n—   \n—   \n—   \n—   \n—   \n—   \n571,559   \n9,706   \n581,265   \n150,533 \nCapital Distributions\n  \n—   \n—   \n—   (2,478,252)   \n—   \n(2,478,252)   \n(666,668)   (1,799,901)   (4,944,821)   \n(432,755) \nTransfer and Repurchase of Non-Controlling Interests in Consolidated Entities\n  \n—   \n—   \n40   \n—   \n—   \n40   \n(8,271)   \n—   \n(8,231)   \n— \nDeferred Tax Effects Resulting from Acquisition of Ownership Interests from Non-Controlling\nInterest Holders\n  \n—   \n—   \n2,467   \n—   \n—   \n2,467   \n—   \n—   \n2,467   \n— \nEquity-Based Compensation\n  \n—   \n—   \n614,645   \n—   \n—   \n614,645   \n—   \n398,830   \n1,013,475   \n— \n\n\nNet Delivery of Vested Blackstone Holdings Partnership Units and Shares of Common Stock\n  \n7,745,355   \n—   \n(66,762)   \n—   \n—   \n(66,762)   \n—   \n—   \n(66,762)   \n— \nRepurchase of Shares of Common Stock and Blackstone Holdings Partnership Units\n  \n(3,718,169)   \n—   \n(351,262)   \n—   \n—   \n(351,262)   \n—   \n—   \n(351,262)   \n— \nChange in Blackstone Inc.’s Ownership Interest\n  \n—   \n—   \n(15,047)   \n—   \n—   \n(15,047)   \n—   \n15,047   \n—   \n— \nConversion of Blackstone Holdings Partnership Units to Shares of Common Stock\n  \n5,054,005   \n—   \n55,836   \n—   \n—   \n55,836   \n—   \n(55,836)   \n—   \n— \nBalance at December 31, 2023\n  719,358,114  $\n7  $ 6,175,190  $\n660,734  $\n(19,133)  $\n6,816,798  $  5,177,255  $ 4,902,088  $16,896,141  $ 1,179,073 \n \n(a)\nDuring the period presented, Blackstone also had one share outstanding of each of Series I and Series II preferred stock, with par value of each less than one cent.\n \nSee notes to consolidated financial statements.\n \n163\nBlackstone Inc.\nConsolidated Statements of Cash Flows\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nOperating Activities\n  \n \n \nNet Income\n  $ 2,444,253  $ 2,988,909  $12,374,995 \nAdjustments to Reconcile Net Income to Net Cash Provided by Operating Activities\n  \n \n \nBlackstone Funds Related\n  \n \n \nNet Realized Gains on Investments\n   (2,989,636)   (6,474,051)   (6,949,544) \nChanges in Unrealized (Gains) Losses on Investments\n   \n683,715   1,828,364   (1,748,824) \nNon-Cash Performance Allocations\n   1,691,668   3,435,055   (8,675,246) \nNon-Cash Performance Allocations and Incentive Fee Compensation\n   \n473,364   \n931,288   6,159,529 \nEquity-Based Compensation Expense\n   \n987,549   \n846,349   \n637,441 \nAmortization of Intangibles\n   \n40,075   \n67,097   \n74,871 \nOther Non-Cash Amounts Included in Net Income\n   \n(835,230)   (1,341,059)   \n(77,849) \nCash Flows Due to Changes in Operating Assets and Liabilities\n  \n \n \nCash Acquired with Consolidation of Fund Entity\n   \n—   \n31,791   \n— \nCash Relinquished with Deconsolidation of Fund Entities\n   \n(113,589)   \n—   \n— \nAccounts Receivable\n   \n237,623   \n177,832   \n288,306 \nDue from Affiliates\n   \n331,623   \n654,290   (1,124,667) \nOther Assets\n   \n(47,299)   \n(26,853)   \n(4,792) \nAccrued Compensation and Benefits\n   (1,071,559)   (2,197,446)   (1,692,562) \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n(40,283)   \n158,019   \n110,963 \nDue to Affiliates\n   \n85,733   \n117,219   \n81,922 \nInvestments Purchased\n   (5,010,341)   (5,228,723)   (7,439,964) \nCash Proceeds from Sale of Investments\n   7,189,240   10,368,172   11,971,409 \n  \nNet Cash Provided by Operating Activities\n   4,056,906   6,336,253   3,985,988 \n  \nInvesting Activities\n  \n \n \nPurchase of Furniture, Equipment and Leasehold Improvements\n   \n(224,231)   \n(235,497)   \n(64,316) \nNet Cash Paid for Acquisitions, Net of Cash Acquired\n   \n(5,420)   \n—   \n— \n  \nNet Cash Used in Investing Activities\n   \n(229,651)   \n(235,497)   \n(64,316) \n  \nFinancing Activities\n  \n \n \nDistributions to Non-Controlling Interest Holders in Consolidated Entities\n   (1,003,715)   (1,271,907)   (1,347,631) \nContributions from Non-Controlling Interest Holders in Consolidated Entities\n   \n708,410   1,268,297   1,275,211 \nPayments Under Tax Receivable Agreement\n   \n(64,634)   \n(46,880)   \n(51,366) \nNet Settlement of Vested Common Stock and Repurchase of Common Stock and Blackstone Holdings Partnership Units\n   \n(418,024)   \n(465,956)   (1,272,774) \n \ncontinued…\nSee notes to consolidated financial statements.\n \n164\nBlackstone Inc.\nConsolidated Statements of Cash Flows\n(Dollars in Thousands)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nFinancing Activities (Continued)\n  \n \n \nProceeds from Loans Payable\n  $\n494,975  $ 3,521,544  $ 2,222,544 \nRepayment and Repurchase of Loans Payable\n   \n(502,460)   \n(280,768)   \n— \nDividends/Distributions to Stockholders and Unitholders\n   (4,268,447)   (6,518,785)   (4,602,574) \n  \nNet Cash Used in Financing Activities\n   (5,053,895)   (3,794,455)   (3,776,590) \n  \nEffect of Exchange Rate Changes on Cash and Cash Equivalents and Cash Held by Blackstone Funds and Other\n   \n4,988   \n(12,318)   \n(9,806) \n  \nCash and Cash Equivalents and Cash Held by Blackstone Funds and Other\n  \n \n \nNet Increase (Decrease)\n   (1,221,652)   2,293,983   \n135,276 \nBeginning of Period\n   4,493,715   2,199,732   2,064,456 \n  \nEnd of Period\n  $ 3,272,063  $ 4,493,715  $ 2,199,732 \n  \nSupplemental Disclosure of Cash Flows Information\n  \n \n \nPayments for Interest\n  $\n400,333  $\n261,886  $\n194,166 \n  \nPayments for Income Taxes\n  $\n569,381  $\n683,171  $\n700,690 \n  \nSupplemental Disclosure of Non-Cash Investing and Financing Activities\n  \n \n \nNon-Cash Contributions from Non-Controlling Interest Holders\n  $\n22,049  $\n34,286  $\n11,647 \n  \nNon-Cash Distributions to Non-Controlling Interest Holders\n  $\n(105,414)  $\n—  $\n— \n  \nNotes Issuance Costs\n  $\n—  $\n30,240  $\n16,991 \n  \nTransfer of Interests to Non-Controlling Interest Holders\n  $\n(8,231)  $\n(11,463)  $\n(2,994) \n  \nChange in Blackstone Inc.’s Ownership Interest\n  $\n(15,047)  $\n36,824  $\n10,494 \n  \nNet Settlement of Vested Common Stock\n  $\n681,004  $\n387,332  $\n219,558 \n  \nConversion of Blackstone Holdings Units to Common Stock\n  $\n55,836  $\n58,249  $\n296,597 \n  \nAcquisition of Ownership Interests from Non-Controlling Interest Holders\n  \n \n \nDeferred Tax Asset\n  $\n(117,459)  $\n(120,167)  $\n(807,309) \n  \nDue to Affiliates\n  $\n114,992  $\n113,477  $\n748,521 \n  \nEquity\n  $\n2,467  $\n6,690  $\n58,788 \n\n\n  \nThe following table provides a reconciliation of Cash and Cash Equivalents and Cash Held by Blackstone Funds and Other reported within the Consolidated Statements of\nFinancial Condition:\n \n \n  \nDecember 31,\n2023\n \nDecember 31,\n2022\nCash and Cash Equivalents\n  $ 2,955,866  $ 4,252,003 \nCash Held by Blackstone Funds and Other\n   \n316,197   \n241,712 \n  \n  $ 3,272,063   $ 4,493,715  \n  \nSee notes to consolidated financial statements.\n \n165\nBlackstone Inc.\nNotes to Consolidated Financial Statements\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n1. Organization\nBlackstone Inc., together with its consolidated subsidiaries (“Blackstone” or the “Company”), is the world’s largest alternative asset manager. Blackstone’s asset\nmanagement business includes global investment strategies focused on real estate, private equity, infrastructure, life sciences, growth equity, credit, real assets, secondaries and\nhedge funds. “Blackstone Funds” refers to the funds and other vehicles that are managed by Blackstone. Blackstone’s business is organized into four segments: Real Estate,\nPrivate Equity, Credit & Insurance and Hedge Fund Solutions.\nBlackstone Inc. was initially formed as The Blackstone Group L.P., a Delaware limited partnership, on March 12, 2007. Prior to its conversion on July 1, 2019 to a Delaware\ncorporation, Blackstone Inc. was managed and operated by Blackstone Group Management L.L.C., which is wholly owned by Blackstone’s senior managing directors and\ncontrolled by one of Blackstone’s founders, Stephen A. Schwarzman (the “Founder”).\nThe activities of Blackstone are conducted through its holding partnerships: Blackstone Holdings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone\nHoldings III L.P. and Blackstone Holdings IV L.P. (collectively, “Blackstone Holdings,” “Blackstone Holdings Partnerships” or the “Holding Partnerships”). Blackstone, through its\nwholly owned subsidiaries, is the sole general partner of each of the Holding Partnerships. Generally, holders of the limited partner interests in the Holding Partnerships may, four\ntimes each year, exchange their limited partnership interests (“Partnership Units”) for Blackstone common stock, on a one-to-one basis, exchanging one Partnership Unit from\neach of the Holding Partnerships for one share of Blackstone common stock.\n2. Summary of Significant Accounting Policies\nBasis of Presentation\nThe accompanying consolidated financial statements of Blackstone have been prepared in accordance with accounting principles generally accepted in the United States of\nAmerica (“GAAP”).\nThe consolidated financial statements include the accounts of Blackstone, its wholly owned or majority-owned subsidiaries, the consolidated entities which are considered to\nbe variable interest entities and for which Blackstone is considered the primary beneficiary, and certain partnerships or similar entities which are not considered variable interest\nentities but in which the general partner is determined to have control.\nAll intercompany balances and transactions have been eliminated in consolidation.\nUse of Estimates\nThe preparation of the consolidated financial statements in accordance with GAAP requires management to make estimates that affect the amounts reported in the\nconsolidated financial statements and accompanying notes. Management believes that estimates utilized in the preparation of the consolidated financial statements are prudent\nand reasonable. Such estimates include those used in the valuation of investments and financial instruments, the measurement of deferred tax balances (including valuation\nallowances) and the accounting for Goodwill and equity-based compensation. Actual results could differ from those estimates and such differences could be material.\nConsolidation\nBlackstone consolidates all entities that it controls through a majority voting interest or otherwise, including those Blackstone Funds in which the general partner has a\ncontrolling financial interest. Blackstone has a controlling financial interest in Blackstone Holdings because the limited partners do not have the right to dissolve the partnerships\nor have substantive kick-out rights or participating rights that would overcome the control held by Blackstone. Accordingly, Blackstone consolidates Blackstone Holdings and\nrecords non-controlling interests to reflect the economic interests of the limited partners of Blackstone Holdings.\n \n166\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn addition, Blackstone consolidates all variable interest entities (“VIE”) for which it is the primary beneficiary. An enterprise is determined to be the primary beneficiary if it\nholds a controlling financial interest. A controlling financial interest is defined as (a) the power to direct the activities of a VIE that most significantly impact the entity’s economic\nperformance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the VIE. The consolidation\nguidance requires an analysis to determine (a) whether an entity in which Blackstone holds a variable interest is a VIE and (b) whether Blackstone’s involvement, through holding\ninterests directly or indirectly in the entity or contractually through other variable interests, would give it a controlling financial interest. Performance of that analysis requires the\nexercise of judgment.\nBlackstone determines whether it is the primary beneficiary of a VIE at the time it becomes involved with a variable interest entity and continuously reconsiders that\nconclusion. In determining whether Blackstone is the primary beneficiary, Blackstone evaluates its control rights as well as economic interests in the entity held either directly or\nindirectly by Blackstone. The consolidation analysis can generally be performed qualitatively; however, if it is not readily apparent that Blackstone is not the primary beneficiary, a\nquantitative analysis may also be performed. Investments and redemptions (either by Blackstone, affiliates of Blackstone or third parties) or amendments to the governing\ndocuments of the respective Blackstone Funds could affect an entity’s status as a VIE or the determination of the primary beneficiary. At each reporting date, Blackstone\nassesses whether it is the primary beneficiary and will consolidate or deconsolidate accordingly.\nAssets of consolidated VIEs that can only be used to settle obligations of the consolidated VIE and liabilities of a consolidated VIE for which creditors (or beneficial interest\nholders) do not have recourse to the general credit of Blackstone are presented in a separate section in the Consolidated Statements of Financial Condition.\nBlackstone’s other disclosures regarding VIEs are discussed in Note 9. “Variable Interest Entities.”\nRevenue Recognition\nRevenues primarily consist of management and advisory fees, incentive fees, investment income, interest and dividend revenue and other.\nManagement and advisory fees and incentive fees are accounted for as contracts with customers. Under the guidance for contracts with customers, an entity is required to\n(a) identify the contract(s) with a customer, (b) identify the performance obligations in the contract, (c) determine the transaction price, (d) allocate the transaction price to the\nperformance obligations in the contract, and (e) recognize revenue when (or as) the entity satisfies a performance obligation. In determining the transaction price, an entity may\ninclude variable consideration only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized would not occur when the\nuncertainty associated with the variable consideration is resolved. See Note 20. “Segment Reporting” for a disaggregated presentation of revenues from contracts with\ncustomers.\nManagement and Advisory Fees, Net — Management and Advisory Fees, Net are comprised of management fees, including base management fees, transaction, advisory\nand other fees net of management fee reductions and offsets.\nBlackstone earns base management fees from its customers at a fixed percentage of a calculation base which is typically assets under management, net asset value, gross\nasset value, total assets, committed capital or invested capital. Blackstone identifies its customers on a fund by fund basis in accordance with the terms and\n \n167\n\n\n \nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \ncircumstances of the individual fund. Generally the customer is identified as the investors in its managed funds and investment vehicles, but for certain widely held funds or\nvehicles, the fund or vehicle itself may be identified as the customer. These customer contracts require Blackstone to provide investment management services, which represents\na performance obligation that Blackstone satisfies over time. Management fees are a form of variable consideration because the fees Blackstone is entitled to vary based on\nfluctuations in the basis for the management fee. The amount recorded as revenue is generally determined at the end of the period because these management fees are payable\non a regular basis (typically quarterly) and are not subject to clawback once paid.\nTransaction, advisory and other fees are principally fees charged to the investors of funds indirectly through the managed funds and portfolio companies. The investment\nadvisory agreements generally require that the investment adviser reduce the amount of management fees payable by the investors to Blackstone (“management fee reductions”)\nby an amount equal to a portion of the transaction and other fees paid to Blackstone by the portfolio companies. The amount of the reduction varies by fund, the type of fee paid\nby the portfolio company and the previously incurred expenses of the fund. These fees and associated management fee reductions are a component of the transaction price for\nBlackstone’s performance obligation to provide investment management services to the investors of funds and are recognized as changes to the transaction price in the period in\nwhich they are charged and the services are performed.\nManagement fee offsets are reductions to management fees payable by the investors of the Blackstone Funds, which are based on the amount such investors reimburse\nthe Blackstone Funds or Blackstone primarily for placement fees. Providing investment management services requires Blackstone to arrange for services on behalf of its\ncustomers. In those situations where Blackstone is acting as an agent on behalf of the investors of funds, it presents the cost of services as net against management fee revenue.\nIn all other situations, Blackstone is primarily responsible for fulfilling the services and is therefore acting as a principal for those arrangements. As a result, the cost of those\nservices is presented as Compensation or General, Administrative and Other expense, as appropriate, with any reimbursement from the investors of the funds recorded as\nManagement and Advisory Fees, Net. In cases where the investors of the funds are determined to be the customer in an arrangement, placement fees may be capitalized as a\ncost to acquire a customer contract. Capitalized placement fees are amortized over the life of the customer contract, are recorded within Other Assets in the Consolidated\nStatements of Financial Condition and amortization is recorded within General, Administrative and Other within the Consolidated Statements of Operations.\nAccrued but unpaid Management and Advisory Fees, net of management fee reductions and management fee offsets, as of the reporting date are included in Due from\nAffiliates in the Consolidated Statements of Financial Condition.\nIncentive Fees — Contractual fees earned based on the performance of Blackstone vehicles (“Incentive Fees”) are a form of variable consideration in Blackstone’s contracts\nwith customers to provide investment management services. Incentive Fees are earned based on performance of the vehicle during the period, subject to the achievement of\nminimum return levels, or high water marks, in accordance with the respective terms set out in each vehicle’s governing agreements. Incentive Fees will not be recognized as\nrevenue until (a) it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur, or (b) the uncertainty associated with the variable\nconsideration is subsequently resolved. Incentive Fees are typically recognized as revenue when realized at the end of the measurement period. Once realized, such fees are not\nsubject to clawback or reversal. Accrued but unpaid Incentive Fees charged directly to investors in Blackstone vehicles as of the reporting date are recorded within Due from\nAffiliates in the Consolidated Statements of Financial Condition.\nInvestment Income (Loss) — Investment Income (Loss) represents the unrealized and realized gains and losses on Blackstone’s Performance Allocations and Principal\nInvestments.\n \n168\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn carry fund structures and certain open-ended structures, Blackstone, through its subsidiaries, invests alongside its limited partners in a partnership and is entitled to its\npro-rata share of the results of the fund vehicle (a “pro-rata allocation”). In addition to a pro-rata allocation, and assuming certain investment returns are achieved, Blackstone is\nentitled to a disproportionate allocation of the income otherwise allocable to the limited partners, commonly referred to as carried interest (“Performance Allocations”).\nPerformance Allocations in carry fund structures are made to the general partner based on cumulative fund performance to date, subject to a preferred return to limited\npartners. Performance Allocations in open-ended structures are based on vehicle performance over a period of time, subject to a high water mark and preferred return to\ninvestors. At the end of each reporting period, Blackstone calculates the balance of accrued Performance Allocations (“Accrued Performance Allocations”) that would be due to\nBlackstone for each fund, pursuant to the fund agreements, as if the fair value of the underlying investments were realized as of such date, irrespective of whether such amounts\nhave been realized. As the fair value of underlying investments varies between reporting periods, it is necessary to make adjustments to amounts recorded as Accrued\nPerformance Allocations to reflect either (a) positive performance resulting in an increase in the Accrued Performance Allocation to the general partner or (b) negative\nperformance that would cause the amount due to Blackstone to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the Accrued\nPerformance Allocation to the general partner. In each scenario, it is necessary to calculate the Accrued Performance Allocation on cumulative results compared to the Accrued\nPerformance Allocation recorded to date and make the required positive or negative adjustments. Blackstone ceases to record negative Performance Allocations once previously\nAccrued Performance Allocations for such fund have been fully reversed. Blackstone is not obligated to pay guaranteed returns or hurdles, and therefore, cannot have negative\nPerformance Allocations over the life of a fund. Accrued Performance Allocations as of the reporting date are reflected in Investments in the Consolidated Statements of Financial\nCondition.\nPerformance Allocations in carry fund structures are realized when an underlying investment is profitably disposed of and the fund’s cumulative returns are in excess of the\npreferred return or, in limited instances, after certain thresholds for return of capital are met. Performance Allocations in carry fund structures are subject to clawback to the extent\nthat the Performance Allocation received to date exceeds the amount due to Blackstone based on cumulative results. As such, the accrual for potential repayment of previously\nreceived Performance Allocations, which is a component of Due to Affiliates, represents all amounts previously distributed to Blackstone Holdings and non-controlling interest\nholders that would need to be repaid to the Blackstone carry funds if the Blackstone carry funds were to be liquidated based on the current fair value of the underlying funds’\ninvestments as of the reporting date. The actual clawback liability, however, generally does not become realized until the end of a fund’s life except for certain funds, which may\nhave an interim clawback liability. Performance Allocations in open-ended structures are realized based on the stated time period in the agreements and are generally not subject\nto clawback once paid.\nPrincipal Investments include the unrealized and realized gains and losses on Blackstone’s principal investments, including its investments in Blackstone Funds that are not\nconsolidated and receive pro-rata allocations, its equity method investments, and other principal investments. Income (Loss) on Principal Investments is realized when\nBlackstone redeems all or a portion of its investment or when Blackstone receives cash income, such as dividends or distributions. Unrealized Income (Loss) on Principal\nInvestments results from changes in the fair value of the underlying investment as well as the reversal of unrealized gain (loss) at the time an investment is realized.\nInterest and Dividend Revenue — Interest and Dividend Revenue comprises primarily interest and dividend income earned on principal investments not accounted for under\nthe equity method held by Blackstone.\n \n1 69\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nOther Revenue — Other Revenue consists of miscellaneous income and foreign exchange gains and losses arising on transactions denominated in currencies other than\nU.S. dollars.\nFair Value of Financial Instruments\nGAAP establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring financial instruments at fair value.\nMarket price observability is affected by a number of factors, including the type of financial instrument, the characteristics specific to the financial instrument and the state of the\nmarketplace, including the existence and transparency of transactions between market participants. Financial instruments with readily available quoted prices in active markets\ngenerally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.\nFinancial instruments measured and reported at fair value are classified and disclosed based on the observability of inputs used in the determination of fair values, as\nfollows:\n \n \n•\n \nLevel I — Quoted prices are available in active markets for identical financial instruments as of the reporting date. The types of financial instruments in Level I\ninclude listed equities, listed derivatives and mutual funds with quoted prices. Blackstone does not adjust the quoted price for these investments, even in situations\nwhere Blackstone holds a large position and a sale could reasonably impact the quoted price.\n \n•\n \nLevel II — Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable a s of the reporting date, and fair value is\ndetermined through the use of models or other valuation methodologies. Financial instruments which are generally included in this category include corporate\nbonds and loans, including corporate bonds and loans held within consolidated collateralized loan obligations (“CLO”) vehicles, government and agency securities,\nless liquid and restricted equity securities, and certain over-the-counter derivatives where the fair value is based on observable inputs. Notes issued by consolidated\nCLO vehicles are classified within Level II of the fair value hierarchy.\n \n•\n \nLevel III — Pricing inputs are unobservable for the financial instruments and includes situations where there is little, if any, market activity for the financial\ninstrument. The inputs into the determination of fair value require significant management judgment or estimation. Financial instruments that are included in this\ncategory generally include general and limited partnership interests in private equity, real estate funds and credit-focused funds, distressed debt and non-\ninvestment grade residual interests in securitizations, investments in non-consolidated CLOs and certain over-the-counter derivatives where the fair value is based\non unobservable inputs.\nIn certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the determination of which category within the\nfair value hierarchy is appropriate for any given financial instrument is based on the lowest level of input that is significant to the fair value measurement. Blackstone’s\nassessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial instrument.\nLevel II Valuation Techniques\nFinancial instruments classified within Level II of the fair value hierarchy comprise debt instruments, debt securities sold, not yet purchased and certain equity securities and\nderivative instruments valued using observable inputs.\n \n170\n\n\n \nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe valuation techniques used to value financial instruments classified within Level II of the fair value hierarchy are as follows:\n \n \n•\n \nDebt Instruments and Equity Securities are valued on the basis of prices from an orderly transaction between market participants including those provided by\nreputable dealers or pricing services. In determining the value of a particular investment, pricing services may use certain information with respect to transactions in\nsuch investments, quotations from dealers, pricing matrices and market transactions in comparable investments and various relationships between investments.\nThe valuation of certain equity securities is based on an observable price for an identical security adjusted for the effect of a restriction.\n \n•\n \nFreestanding Derivatives are valued using contractual cash flows and observable inputs comprising yield curves, foreign currency rates and credit spreads.\n \n•\n \nNotes issued by consolidated CLO vehicles are measured based on the more observable fair value of CLO assets less (a) the fair value of any beneficial interests\nheld by Blackstone, and (b) the carrying value of any beneficial interests that represent compensation for services.\nLevel III Valuation Techniques\nIn the absence of observable market prices, Blackstone values its investments using valuation methodologies applied on a consistent basis. For some investments little\nmarket activity may exist; management’s determination of fair value is then based on the best information available in the circumstances, and may incorporate management’s\nown assumptions and involves a significant degree of judgment, taking into consideration a combination of internal and external factors, including the appropriate risk\nadjustments for non-performance and liquidity risks. Investments for which market prices are not observable include private investments in the equity of operating companies,\nreal estate properties, investments in non-consolidated CLO vehicles, certain funds of hedge funds and credit-focused investments.\nReal Estate Investments — The fair values of real estate investments are determined by considering projected operating cash flows, sales of comparable assets, if any, and\nreplacement costs, among other measures and considerations. The methods used to estimate the fair value of real estate investments include the discounted cash flow method,\nwhere value is calculated by discounting the estimated cash flows and the estimated terminal value of the subject investment by the assumed buyer’s weighted-average cost of\ncapital. A terminal value is derived by reference to an exit multiple, such as for estimates of earnings before interest, taxes, depreciation and amortization (“EBITDA”), or a\ncapitalization rate, such as for estimates of net operating income (“NOI”). Valuations may also be derived by the performance multiple or market approach, by reference to\nobservable valuation measures for comparable companies or assets (for example, dividing NOI by a relevant capitalization rate observed for comparable companies or\ntransactions), adjusted by management for differences between the investment and the referenced comparables.\nPrivate Equity Investments — The fair values of private equity investments are determined by reference to projected net earnings, EBITDA, the discounted cash flow\nmethod, public market or private transactions, valuations for comparable companies and other measures which, in many cases, are based on unaudited information at the time\nreceived. Where a discounted cash flow method is used, a terminal value is derived by reference to EBITDA or price/earnings exit multiples. Valuations may also be derived by\nreference to observable valuation measures for comparable companies or transactions (for example, multiplying a key performance metric of the investee company such as\nEBITDA by a relevant valuation multiple observed in the range of comparable companies or transactions), adjusted by management for differences between the investment and\nthe referenced comparables, and in some instances by reference to option pricing models or other similar methods.\nCredit-Focused Investments — The fair values of credit-focused investments are generally determined on the basis of prices between market participants provided by\nreputable dealers or pricing services. For credit-focused investments that are not publicly traded or whose market prices are not readily available, Blackstone may utilize\n \n171\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nother valuation techniques, including the discounted cash flow method or a market approach. The discounted cash flow method projects the expected cash flows of the debt\ninstrument based on contractual terms, and discounts such cash flows back to the valuation date using a market-based yield. The market-based yield is generally estimated using\nyields of publicly traded debt instruments issued by companies operating in similar industries as the subject investment or based on changes in credit spreads of a broader\nbenchmark index applicable to a subject investment.\nThe market approach is generally used to determine the enterprise value of the issuer of a credit investment, and considers valuation multiples of comparable companies or\ntransactions. The resulting enterprise value will dictate whether or not such credit investment has adequate enterprise value coverage. In cases of distressed credit instruments,\nthe market approach may be used to estimate a recovery value in the event of a restructuring.\nInvestments, at Fair Value\nGenerally, the Blackstone Funds are accounted for as investment companies under the American Institute of Certified Public Accountants Audit and Accounting Guide,\nInvestment Companies, and in accordance with the GAAP guidance on investment companies and reflect their investments, including majority-owned and controlled investments\n(the “Portfolio Companies”), at fair value. Such consolidated funds’ investments are reflected in Investments on the Consolidated Statements of Financial Condition at fair value,\nwith unrealized gains and losses resulting from changes in fair value reflected as a component of Net Gains (Losses) from Fund Investment Activities in the Consolidated\nStatements of Operations. Fair value is the amount that would be received to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at\nthe measurement date, at current market conditions (i.e., the exit price).\nBlackstone’s principal investments are presented at fair value with unrealized appreciation or depreciation and realized gains and losses recognized in the Consolidated\nStatements of Operations within Investment Income (Loss).\nFor certain instruments, Blackstone has elected the fair value option. Such election is irrevocable and is applied on an investment by investment basis at initial recognition or\nother eligible election dates. Blackstone has applied the fair value option for certain loans and receivables, unfunded loan commitments and certain investments that otherwise\nwould not have been carried at fair value with gains and losses recorded in net income. The methodology for measuring the fair value of such investments is consistent with the\nmethodology applied to private equity, real estate, credit-focused and funds of hedge funds investments. Changes in the fair value of such instruments are recognized in\nInvestment Income (Loss) in the Consolidated Statements of Operations. Interest income on interest bearing loans and receivables and debt securities on which the fair value\noption has been elected is based on stated coupon rates adjusted for the accretion of purchase discounts and the amortization of purchase premiums. This interest income is\nrecorded within Interest and Dividend Revenue.\nBlackstone has elected the fair value option for the assets of consolidated CLO vehicles. As permitted under GAAP, Blackstone measures notes issued by consolidated\nCLO vehicles as (a) the sum of the fair value of the consolidated CLO assets and the carrying value of any non-financial assets held temporarily, less (b) the sum of the fair value\nof any beneficial interests retained by Blackstone (other than those that represent compensation for services) and Blackstone’s carrying value of any beneficial interests that\nrepresent compensation for services. As a result of this measurement alternative, there is no attribution of amounts to Non-Controlling Interests for consolidated CLO vehicles.\nAssets of the consolidated CLOs are presented within Investments within the Consolidated Statements of Financial Condition and notes payable within Loans Payable for the\namounts due to unaffiliated third parties. Changes in the fair value of consolidated CLO assets and liabilities and related interest, dividend and other income are presented within\nNet Gains (Losses) from Fund Investment Activities. Expenses of consolidated CLO vehicles are presented in Fund Expenses.\n \n172\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone has elected the fair value option for certain proprietary investments that would otherwise have been accounted for using the equity method of accounting. The\nfair value of such investments is based on quoted prices in an active market, quoted prices that are published on a regular basis and are the basis for current transactions or\nusing the discounted cash flow method. Changes in fair value are recognized in Investment Income (Loss) in the Consolidated Statements of Operations.\nFurther disclosure on instruments for which the fair value option has been elected is presented in Note 7. “Fair Value Option.”\nBlackstone may elect to measure certain proprietary investments in equity securities without readily determinable fair values under the measurement alternative, which\nreflects cost less impairment, with adjustments in value resulting from observable price changes arising from orderly transactions of the same or a similar security from the same\nissuer. If the measurement alternative election is not made, the equity security is measured at fair value. The measurement alternative election is made on an instrument by\ninstrument basis. The election is reassessed each reporting period to determine whether investments under the measurement alternative have readily determinable fair values, in\nwhich case they would no longer be eligible for this election.\nThe investments of consolidated Blackstone Funds in funds of hedge funds (“Investee Funds”) are valued at net asset value (“NAV”) per share of the Investee Fund. In\nlimited circumstances, Blackstone may determine, based on its own due diligence and investment procedures, that NAV per share does not represent fair value. In such\ncircumstances, Blackstone will estimate the fair value in good faith and in a manner that it reasonably chooses, in accordance with the requirements of GAAP.\nCertain investments of Blackstone and of the consolidated Blackstone funds of hedge funds and credit-focused funds measure their investments in underlying funds at fair\nvalue using NAV per share without adjustment. The terms of the investee’s investment generally provide for minimum holding periods or lock-ups, the institution of gates on\nredemptions or the suspension of redemptions or an ability to side pocket investments, at the discretion of the investee’s fund manager, and as a result, investments may not be\nredeemable at, or within three months of, the reporting date. A side-pocket is used by hedge funds and funds of hedge funds to separate investments that may lack a readily\nascertainable value, are illiquid or are subject to liquidity restriction. Redemptions are generally not permitted until the investments within a side-pocket are liquidated or it is\ndeemed that the conditions existing at the time that required the investment to be included in the side-pocket no longer exist. As the timing of either of these events is uncertain,\nthe timing at which Blackstone may redeem an investment held in a side-pocket cannot be estimated. Further disclosure on instruments for which fair value is measured using\nNAV per share is presented in Note 5. “Net Asset Value as Fair Value.”\nSecurity and loan transactions are recorded on a trade date basis.\nEquity Method Investments\nInvestments in which Blackstone is deemed to exert significant influence, but not control, are accounted for using the equity method of accounting except in cases where the\nfair value option has been elected. Blackstone has significant influence over all Blackstone Funds in which it invests but does not consolidate. Therefore, its investments in such\nBlackstone Funds, which generally include both a proportionate and disproportionate allocation of the profits and losses (as is the case with carry funds that include a\nPerformance Allocation), are accounted for under the equity method. Under the equity method of accounting, Blackstone’s share of earnings (losses) from equity method\ninvestments is included in Investment Income (Loss) in the Consolidated Statements of Operations.\n \n173\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn cases where Blackstone’s equity method investments provide for a disproportionate allocation of the profits and losses (as is the case with funds that include a\nPerformance Allocation), Blackstone’s share of earnings (losses) from equity method investments is determined using a balance sheet approach referred to as the hypothetical\nliquidation at book value (“HLBV”) method. Under the HLBV method, at the end of each reporting period Blackstone calculates the Accrued Performance Allocations that would\nbe due to Blackstone for each fund pursuant to the fund agreements as if the fair value of the underlying investments were realized as of such date, irrespective of whether such\namounts have been realized. As the fair value of underlying investments varies between reporting periods, it is necessary to make adjustments to amounts recorded as Accrued\nPerformance Allocations to reflect either (a) positive performance resulting in an increase in the Accrued Performance Allocation to the general partner, or (b) negative\nperformance that would cause the amount due to Blackstone to be less than the amount previously recognized as revenue, resulting in a negative adjustment to the Accrued\nPerformance Allocation to the general partner. In each scenario, it is necessary to calculate the Accrued Performance Allocation on cumulative results compared to the Accrued\nPerformance Allocation recorded to date and make the required positive or negative adjustments. Blackstone ceases to record negative Performance Allocations once previously\nAccrued Performance Allocations for such fund have been fully reversed. Blackstone is not obligated to pay guaranteed returns or hurdles, and therefore, cannot have negative\nPerformance Allocations over the life of a fund. The carrying amounts of equity method investments are reflected in Investments in the Consolidated Statements of Financial\nCondition.\nStrategic Partners’ results presented in Blackstone’s consolidated financial statements are reported on a three-month lag from Strategic Partners’ fund financial statements,\nwhich report the performance of underlying investments generally on a same quarter basis, if available. Therefore, Strategic Partners’ results presented herein do not reflect the\nimpact of economic and market activity in the current quarter. Current quarter market activity of Strategic Partners’ underlying investments is expected to affect Blackstone’s\nreported results in upcoming periods.\nCash and Cash Equivalents\nCash and Cash Equivalents represents cash on hand, cash held in banks, money market funds and liquid investments with original maturities of three months or less.\nInterest income from cash and cash equivalents is recorded in Interest and Dividend Revenue in the Consolidated Statements of Operations.\nCash Held by Blackstone Funds and Other\nCash Held by Blackstone Funds and Other represents cash and cash equivalents held by consolidated Blackstone Funds and other consolidated entities. Such amounts are\nnot available to fund the general liquidity needs of Blackstone.\nAccounts Receivable and Due from Affiliates\nAccounts Receivable and Due from Affiliates is comprised of management and incentive fees receivable from limited partners, receivables from managed investment\nvehicles and portfolio companies, placement and advisory fees receivables, receivables relating to unsettled sale transactions and loans extended to affiliates and to unaffiliated\nthird parties. Accounts Receivable, excluding those for which the fair value option has been elected, are assessed periodically for collectability. Amounts determined to be\nuncollectible are charged directly to General, Administrative and Other Expenses in the Consolidated Statements of Operations.\nIntangibles and Goodwill\nBlackstone’s intangible assets consist of contractual rights to earn future fee income, including management and advisory fees, Incentive Fees and Performance Allocations.\nIdentifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives, ranging from three to twenty years, reflecting the contractual lives\nof such assets. Amortization expense is included within General, Administrative and Other in the Consolidated Statements of Operations. Intangible assets are reviewed for\nimpairment when events or changes in circumstances indicate that the carrying amount may not be recoverable.\n \n174\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nGoodwill comprises goodwill arising from the contribution and reorganization of Blackstone’s predecessor entities in 2007 immediately prior to its initial public offering (“IPO”)\nand the acquisitions of GSO Capital Partners LP in 2008, Strategic Partners in 2013, Harvest Fund Advisors LLC (“Harvest”) in 2017, Clarus Ventures LLC (“Clarus”) in 2018 and\nDCI LLC (“DCI”) in 2020. Goodwill is reviewed for impairment at least annually utilizing a qualitative or quantitative approach, and more frequently if circumstances indicate\nimpairment may have occurred. The impairment testing for goodwill under the qualitative approach is based first on a qualitative assessment to determine if it is more likely than\nnot that the fair value of Blackstone’s operating segments is less than their respective carrying values. The operating segments are considered the reporting units for testing the\nimpairment of goodwill. If it is determined that it is more likely than not that an operating segment’s fair value is less than its carrying value or when the quantitative approach is\nused, an impairment loss is recognized to the extent by which the carrying value exceeds the fair value, not to exceed the total amount of goodwill allocated to that reporting unit.\nFurniture, Equipment and Leasehold Improvements\nFurniture, equipment and leasehold improvements consist primarily of leasehold improvements, furniture, fixtures and equipment, computer hardware and software and are\nrecorded at cost less accumulated depreciation and amortization. Depreciation and amortization are calculated using the straight-line method over the assets’ estimated useful\neconomic lives, which for leasehold improvements, furniture and fittings and other fixed assets were the lesser of the lease term or the life of the asset, the lesser of seven years\nor the lease term, or three to five years, respectively. Blackstone evaluates long-lived assets for impairment whenever events or changes in circumstances indicate that the\ncarrying amount may not be recoverable.\nForeign Currency\nIn the normal course of business, Blackstone may enter into transactions denominated in currencies other than United States dollars. Foreign exchange gains and losses\narising on such transactions are recorded as Other Revenue in the Consolidated Statements of Operations. Foreign currency transaction gains and losses arising within\nconsolidated Blackstone Funds are recorded in Net Gains (Losses) from Fund Investment Activities. In addition, Blackstone consolidates a number of entities that have a non-\nU.S. dollar functional currency. Non-U.S. dollar denominated assets and liabilities are translated to U.S. dollars at the exchange rate prevailing at the reporting date and income,\nexpenses, gains and losses are translated at the prevailing exchange rate on the dates that they were recorded. Cumulative translation adjustments arising from the translation of\nnon-U.S. dollar denominated operations are recorded in Other Comprehensive Income and allocated to Non-Controlling Interests in Consolidated Entities and Non-Controlling\nInterests in Blackstone Holdings, as applicable.\nComprehensive Income\nComprehensive Income consists of Net Income and Other Comprehensive Income. Blackstone’s Other Comprehensive Income is comprised of foreign currency cumulative\ntranslation adjustments.\nCompensation and Benefits\nCompensation and Benefits — Compensation — Compensation consists of (a) salary and bonus, and benefits paid and payable to employees and senior managing\ndirectors and (b) equity-based compensation associated with the grants of equity-based awards to employees and senior managing directors. Compensation cost relating to the\nissuance of equity-based awards to senior managing directors and employees is measured at fair value at the grant date, and expensed over the vesting period on a straight-line\nbasis, taking into consideration expected forfeitures,\n \n175\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nexcept in the case of (a) equity-based awards that do not require future service, which are expensed immediately, and (b) certain awards to recipients that meet criteria making\nthem eligible for retirement (allowing such recipient to keep a percentage of those awards upon departure from Blackstone after becoming eligible for retirement), for which the\nexpense for the portion of the award that would be retained in the event of retirement is either expensed immediately or amortized to the retirement date. Cash settled equity-\nbased awards and awards settled in a variable number of shares are classified as liabilities and are remeasured at the end of each reporting period.\nCompensation and Benefits — Incentive Fee Compensation —  Incentive Fee Compensation consists of compensation paid based on Incentive Fees.\nCompensation and Benefits — Performance Allocations Compensation —  Performance Allocation Compensation consists of compensation paid based on Performance\nAllocations (which may be distributed in cash or in-kind). Such compensation expense is subject to both positive and negative adjustments. Performance Allocations\nCompensation is generally based on the performance of individual investments held by a fund rather than on a fund by fund basis. These amounts may also include allocations of\ninvestment income from Blackstone’s principal investments, to senior managing directors and employees participating in certain profit sharing initiatives.\nNon-Controlling Interests in Consolidated Entities\nNon-Controlling Interests in Consolidated Entities represent the component of Equity in general partner entities and consolidated Blackstone Funds held by third party\ninvestors and employees. The percentage interests in consolidated Blackstone Funds held by third parties and employees is adjusted for general partner allocations and by\nsubscriptions and redemptions in funds of hedge funds and certain credit-focused funds which occur during the reporting period. Income (Loss) and other comprehensive income,\nif applicable, arising from the respective entities is allocated to non-controlling interests in consolidated entities based on the relative ownership interests of third party investors\nand employees after considering any contractual arrangements that govern the allocation of income (loss) such as fees allocable to Blackstone Inc.\nRedeemable Non-Controlling Interests in Consolidated Entities\nInvestors in certain consolidated vehicles may be granted redemption rights that allow for quarterly or monthly redemption, as outlined in the relevant governing documents.\nSuch redemption rights may be subject to certain limitations, including limits on the aggregate amount of interests that may be redeemed in a given period, may only allow for\nredemption following the expiration of a specified period of time, or may be withdrawn subject to a redemption fee during the period when capital may not be withdrawn. As a\nresult, amounts relating to third party interests in such consolidated vehicles are presented as Redeemable Non-Controlling Interests in Consolidated Entities within the\nConsolidated Statements of Financial Condition. When redeemable amounts become legally payable to investors, they are classified as a liability and included in Accounts\nPayable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial Condition. For all consolidated vehicles in which redemption rights have not been\ngranted, non-controlling interests are presented within Equity in the Consolidated Statements of Financial Condition as Non-Controlling Interests in Consolidated Entities.\nNon-Controlling Interests in Blackstone Holdings\nNon-Controlling Interests in Blackstone Holdings represent the component of Equity in the consolidated Blackstone Holdings Partnerships held by Blackstone personnel and\nothers who are limited partners of the Blackstone Holdings Partnerships.\n \n176\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nCertain costs and expenses are borne directly by the Holdings Partnerships. Income (Loss), excluding those costs directly borne by and attributable to the Holdings\nPartnerships, is attributable to Non-Controlling Interests in Blackstone Holdings. This residual attribution is based on the year to date average percentage of Blackstone Holdings\nPartnership Units and unvested participating Holdings Partnership Units held by Blackstone personnel and others who are limited partners of the Blackstone Holdings\nPartnerships. Unvested participating Holdings Partnership Units are excluded from the attribution in periods of loss as they are not contractually obligated to share in losses of the\nHoldings Partnerships.\nOther Income\nNet Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations include net realized gains (losses) from realizations and sales of\ninvestments, the net change in unrealized gains (losses) resulting from changes in the fair value of investments and interest income and expense and dividends attributable to\nthe consolidated Blackstone Funds’ investments.\nExpenses incurred by consolidated Blackstone funds are separately presented within Fund Expenses in the Consolidated Statements of Operations.\nOther Income also includes amounts attributable to the Reduction of the Tax Receivable Agreement Liability. See Note 15. “Income Taxes — Other Income — Change in\nthe Tax Receivable Agreement Liability” for additional information.\nIncome Taxes\nBlackstone Inc. is a corporation for U.S. federal income tax purposes and thus is subject to U.S. federal, state and local income taxes on Blackstone’s share of taxable\nincome. The Blackstone Holdings Partnerships and certain of their subsidiaries operate in the U.S. as partnerships for U.S. federal income tax purposes and generally as\ncorporate entities in non-U.S. jurisdictions. Accordingly, these entities in some cases are subject to New York City unincorporated business taxes or non-U.S. income taxes. In\naddition, certain of the wholly owned subsidiaries of Blackstone and the Blackstone Holdings Partnerships will be subject to federal, state and local corporate income taxes at the\nentity level and the related tax provision attributable to Blackstone’s share of this income tax is reflected in the consolidated financial statements. Cash paid for transferrable tax\ncredits is reflected in Payments for Income Taxes in the Consolidated Statements of Cash Flows.\nProvision for Income Taxes\nIncome taxes are provided for using the asset and liability method under which deferred tax assets and liabilities are recognized for temporary differences between the\nfinancial reporting and tax bases of assets and liabilities, resulting in all pretax amounts being appropriately tax effected in the period, irrespective of which tax return year items\nwill be reflected. Blackstone reports interest expense and tax penalties related to income tax matters in provision for income taxes.\nDeferred Income Taxes\nDeferred income taxes reflect the net tax effects of temporary differences between the financial reporting and tax bases of assets and liabilities. These temporary differences\nresult in taxable or deductible amounts in future years and are measured using the tax rates and laws that will be in effect when such differences are expected to reverse.\nValuation allowances are established to reduce the deferred tax assets to the amount that is more likely than not to be realized. Deferred tax assets are separately stated, and\ndeferred tax liabilities are included in Accounts Payable, Accrued Expenses, and Other Liabilities in the consolidated financial statements.\n \n177\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nUnrecognized Tax Benefits\nBlackstone recognizes tax positions in the consolidated financial statements when it is more likely than not that the position will be sustained on examination by the relevant\ntaxing authority based on the technical merits of the position. A position that meets this standard is measured at the largest amount of benefit that will more likely than not be\nrealized on settlement. A liability is established for differences between positions taken in the return and amounts recognized in the consolidated financial statements. Accrued\ninterest and penalties related to unrecognized tax benefits are reported on the related liability line in the consolidated financial statements.\nNet Income (Loss) Per Share of Common Stock\nBasic Income (Loss) Per Share of Common Stock is calculated by dividing Net Income (Loss) Attributable to Blackstone Inc. by the weighted-average shares of common\nstock, unvested participating shares of common stock outstanding for the period and vested deferred restricted shares of common stock that have been earned for which\nissuance of the related shares of common stock is deferred until future periods. Diluted Income (Loss) Per Share of Common Stock reflects the impact of all dilutive securities.\nUnvested participating shares of common stock are excluded from the computation in periods of loss as they are not contractually obligated to share in losses.\nBlackstone applies the treasury stock method to determine the dilutive weighted-average common shares outstanding for certain equity-based compensation awards.\nBlackstone applies the “if-converted” method to the Blackstone Holdings Partnership Units to determine the dilutive impact, if any, of the exchange right included in the\nBlackstone Holdings Partnership Units. Blackstone applies the contingently issuable share model to contracts that may require the issuance of shares.\nReverse Repurchase and Repurchase Agreements\nSecurities purchased under agreements to resell (“reverse repurchase agreements”) and securities sold under agreements to repurchase (“repurchase agreements”),\ncomprised primarily of U.S. and non-U.S. government and agency securities, asset-backed securities and corporate debt, represent collateralized financing transactions. Such\ntransactions are recorded within Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial Condition at their contractual amounts\nand include accrued interest. The carrying value of reverse repurchase and repurchase agreements approximates fair value.\nBlackstone manages credit exposure arising from reverse repurchase agreements and repurchase agreements by, in appropriate circumstances, entering into master\nnetting agreements and collateral arrangements with counterparties that provide Blackstone, in the event of a counterparty default, the right to liquidate collateral and the right to\noffset a counterparty’s rights and obligations.\nBlackstone takes possession of securities purchased under reverse repurchase agreements and is permitted to repledge, deliver or otherwise use such securities.\nBlackstone also pledges its financial instruments to counterparties to collateralize repurchase agreements. Financial instruments pledged that can be repledged, delivered or\notherwise used by the counterparty are recorded in Investments in the Consolidated Statements of Financial Condition. Additional disclosures relating to repurchase agreements\nare discussed in Note 10. “Repurchase Agreements.”\nBlackstone does not offset assets and liabilities relating to reverse repurchase agreements and repurchase agreements in its Consolidated Statements of Financial\nCondition. Additional disclosures relating to offsetting are discussed in Note 12. “Offsetting of Assets and Liabilities.”\n \n178\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nSecurities Sold, Not Yet Purchased\nSecurities Sold, Not Yet Purchased consist of equity and debt securities that Blackstone has borrowed and sold. Blackstone is required to “cover” its short sale in the future\nby purchasing the security at prevailing market prices and delivering it to the counterparty from which it borrowed the security. Blackstone is exposed to loss in the event that the\nprice at which a security may have to be purchased to cover a short sale exceeds the price at which the borrowed security was sold short.\nSecurities Sold, Not Yet Purchased are recorded at fair value within Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial\nCondition.\nDerivative Instruments\nBlackstone recognizes all derivatives as assets or liabilities on its Consolidated Statements of Financial Condition at fair value. On the date Blackstone enters into a\nderivative contract, it designates and documents each derivative contract as one of the following: (a) a hedge of a recognized asset or liability (“fair value hedge”), (b) a hedge of a\nforecasted transaction or of the variability of cash flows to be received or paid related to a recognized asset or liability (“cash flow hedge”), (c) a hedge of a net investment in a\nforeign operation, or (d) a derivative instrument not designated as a hedging instrument (“freestanding derivative”).\nFor freestanding derivative contracts, Blackstone presents changes in fair value in current period earnings. Changes in the fair value of derivative instruments held by\nconsolidated Blackstone Funds are reflected in Net Gains (Losses) from Fund Investment Activities or, where derivative instruments are held by Blackstone, within Investment\nIncome (Loss) in the Consolidated Statements of Operations. The fair value of freestanding derivative assets of the consolidated Blackstone Funds are recorded within\nInvestments, the fair value of freestanding derivative assets that are not part of the consolidated Blackstone Funds are recorded within Other Assets and the fair value of\nfreestanding derivative liabilities are recorded within Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial Condition.\nBlackstone has elected to not offset derivative assets and liabilities or financial assets in its Consolidated Statements of Financial Condition, including cash, that may be\nreceived or paid as part of collateral arrangements, even when an enforceable master netting agreement is in place that provides Blackstone, in the event of counterparty default,\nthe right to liquidate collateral and the right to offset a counterparty’s rights and obligations.\nBlackstone’s other disclosures regarding derivative financial instruments are discussed in Note 6. “Derivative Financial Instruments.”\nBlackstone’s disclosures regarding offsetting are discussed in Note 12. “Offsetting of Assets and Liabilities.”\nLeases\nBlackstone determines if an arrangement is a lease at inception of the arrangement. Blackstone primarily enters into operating leases, as the lessee, for office space.\nOperating leases are included in Right-of-Use (“ROU”) Assets and Operating Lease Liabilities in the Consolidated Statement of Financial Condition. ROU Assets and Operating\nLease Liabilities are recognized based on the present value of the future minimum lease payments over the lease term at the commencement date. Blackstone determines the\npresent value of the lease payments using an incremental borrowing rate based on information available at the inception date. Leases may include options to extend or terminate\nthe lease which are included in the ROU Assets and Operating Lease Liability when they are reasonably certain of exercise.\n \n179\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nCertain leases include lease and nonlease components, which are accounted for as one single lease component. Occupancy lease agreements, in addition to contractual\nrent payments, generally include additional payments for certain costs incurred by the landlord, such as building expenses and utilities. To the extent these are fixed or\ndeterminable, they are included as part of the minimum lease payments used to measure the Operating Lease Liability. Operating lease expense associated with minimum lease\npayments is recognized on a straight-line basis over the lease term. When additional payments are based on usage or vary based on other factors, they are expensed when\nincurred as variable lease expense.\nMinimum lease payments for leases with an initial term of twelve months or less are not recorded on the Consolidated Statement of Financial Condition. Blackstone\nrecognizes lease expense for these leases on a straight-line basis over the lease term.\nAdditional disclosures relating to leases are discussed in Note 14. “Leases.”\nAffiliates\nBlackstone considers its Founder, senior managing directors, employees, the Blackstone Funds and the Portfolio Companies to be affiliates.\nDividends\nDividends are reflected in the consolidated financial statements when declared.\nRecent Accounting Developments\nIn June 2022, the Financial Accounting Standards Board issued amended guidance addressing certain sale restrictions on equity securities measured at fair value. The\nguidance requires that reporting entities not consider contractual sale restrictions that prohibit the sale of equity securities when measuring fair value and introduces new\ndisclosure requirements for equity securities subject to contractual sale restrictions. The guidance is effective January 1, 2024 and adoption will be on a prospective basis. Upon\nadoption, Blackstone does not expect a material impact on the consolidated financial statements or any measurement impacts, but will update disclosures to comply with the new\nrequirements.\n \n3.\nGoodwill and Intangible Assets\nThe carrying value of Goodwill was $1.9 billion as of December 31, 2023 and 2022. At December 31, 2023 and 2022, Blackstone determined there was no evidence of\nGoodwill impairment.\nAt December 31, 2023 and 2022, Goodwill has been allocated to each of Blackstone’s four segments as follows: Real Estate ($ 421.7 million), Private Equity ($870.0 million),\nCredit & Insurance ($426.4 million) and Hedge Fund Solutions ($ 172.1 million).\nIntangible Assets, Net consists of the following:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nFinite-Lived Intangible Assets/Contractual Rights\n  \n$\n1,769,372   \n$\n1,745,376 \nAccumulated Amortization\n  \n \n(1,568,164)   \n \n(1,528,089) \n  \n  \nIntangible Assets, Net\n  \n$\n201,208   \n$\n217,287 \n  \n  \n \n180\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nChanges in Blackstone’s Intangible Assets, Net consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nBalance, Beginning of Year\n  \n$\n217,287   \n$\n284,384   \n$\n347,955 \nAmortization Expense\n  \n \n(40,075)   \n \n(67,097)   \n \n(74,871) \nAcquisitions\n  \n \n23,996   \n \n—   \n \n11,300 \n  \n  \n  \nBalance, End of Year\n  \n$  201,208   \n$  217,287   \n$  284,384 \n  \n  \n  \nAmortization of Intangible Assets held at December 31, 2023 is expected to be $ 35.9 million, $35.9 million, $35.7 million, $34.6 million and $17.8 million for each of the years\nending December 31, 2024, 2025, 2026, 2027 and 2028, respectively. Blackstone’s Intangible Assets as of December 31, 2023 are expected to amortize over a weighted-\naverage period of 6.2 years.\n \n4.\nInvestments\nInvestments consist of the following:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nInvestments of Consolidated Blackstone Funds\n  \n$\n4,319,483   \n$\n5,136,966 \nEquity Method Investments\n  \n  \nPartnership Investments\n  \n \n5,924,275   \n \n5,530,419 \nAccrued Performance Allocations\n  \n \n10,775,355   \n \n12,360,684 \nCorporate Treasury Investments\n  \n \n803,870   \n \n1,053,540 \nOther Investments\n  \n \n4,323,639   \n \n3,471,642 \n  \n  \n  \n$ 26,146,622   \n$\n27,553,251 \n  \n  \nBlackstone’s share of Investments of Consolidated Blackstone Funds totaled $ 1.0 billion and $393.9 million at December 31, 2023 and December 31, 2022, respectively.\nWhere appropriate, the accounting for Blackstone’s investments incorporates the changes in fair value of those investments as determined under GAAP. The significant\ninputs and assumptions required to determine the change in fair value of the investments of Consolidated Blackstone Funds, Corporate Treasury Investments and Other\nInvestments are discussed in more detail in Note 8. “Fair Value Measurements of Financial Instruments.”\n \n181\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nInvestments of Consolidated Blackstone Funds\nThe following table presents the Realized and Net Change in Unrealized Gains (Losses) on investments held by the consolidated Blackstone Funds and a reconciliation to\nOther Income (Loss) — Net Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nRealized Gains (Losses)\n  \n$ (42,756)   \n$\n99,457   \n$ 145,305 \nNet Change in Unrealized Gains (Losses)\n  \n \n(80,416)   \n (264,204)   \n 289,938 \n  \n  \n  \nRealized and Net Change in Unrealized Gains (Losses) from Consolidated Blackstone Funds\n  \n (123,172)   \n (164,747)   \n 435,243  \nInterest and Dividend Revenue and Foreign Exchange Gains Attributable to Consolidated Blackstone Funds\n  \n \n66,371   \n \n59,605   \n \n26,381 \n  \n  \n  \nOther Income (Loss) — Net Gains (Losses) from Fund Investment Activities\n  \n$ (56,801)   \n$ (105,142)   \n$ 461,624 \n  \n  \n  \nEquity Method Investments\nBlackstone’s equity method investments include Partnership Investments, which represent the pro-rata investments, and any associated Accrued Performance Allocations,\nin Blackstone Funds, excluding any equity method investments for which the fair value option has been elected. Blackstone evaluates each of its equity method investments,\nexcluding Accrued Performance Allocations, to determine if any were significant as defined by guidance from the United States Securities and Exchange Commission. As of and\nfor the years ended December 31, 2023, 2022 and 2021, no individual equity method investment held by Blackstone met the significance criteria.\nPartnership Investments\nBlackstone recognized net gains related to its Partnership Investments accounted for under the equity method of $ 245.8 million, $292.1 million and $1.9 billion for the years\nended December 31, 2023, 2022 and 2021, respectively.\n \n182\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe summarized financial information of Blackstone’s equity method investments for December 31, 2023 are as follows:\n \n \n  \nDecember 31, 2023 and the Year Then Ended\n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nStatement of Financial Condition\n  \n \n \n \n \nAssets\n  \n \n \n \n \nInvestments\n  $\n283,919,193  $\n188,647,324  $\n91,574,839  $\n38,818,152  $\n602,959,508 \nOther Assets\n   \n12,496,703   \n5,179,667   \n4,995,562   \n4,689,405   \n27,361,337 \n  \nTotal Assets\n  $\n296,415,896  $\n193,826,991  $\n96,570,401  $\n43,507,557  $\n630,320,845 \n  \nLiabilities and Equity\n  \n \n \n \n \nDebt\n  $\n113,462,431  $\n21,920,796  $\n37,327,026  $\n464,138  $\n173,174,391 \nOther Liabilities\n   \n7,365,824   \n2,126,739   \n4,008,215   \n3,809,685   \n17,310,463 \n  \nTotal Liabilities\n   \n120,828,255   \n24,047,535   \n41,335,241   \n4,273,823   \n190,484,854 \n  \nEquity\n   \n175,587,641   \n169,779,456   \n55,235,160   \n39,233,734   \n439,835,991 \n  \nTotal Liabilities and Equity\n  $\n296,415,896  $\n193,826,991  $\n96,570,401  $\n43,507,557  $\n630,320,845 \n  \nStatement of Operations\n  \n \n \n \n \nInterest Income\n  $\n4,673,775  $\n1,773,062  $\n8,890,426  $\n27,904  $\n15,365,167 \nOther Income\n   \n10,786,480   \n531,842   \n324,061   \n981,839   \n12,624,222 \nInterest Expense\n   \n(6,614,272)   \n(1,303,673)   \n(2,583,654)    \n(42,721)   \n(10,544,320) \nOther Expenses\n   \n(11,705,874)   \n(2,040,168)   \n(1,691,066)   \n(864,941)   \n(16,302,049)\nNet Realized and Unrealized Gain (Loss) from Investments\n   \n(7,330,220)   \n12,458,943   \n1,124,916   \n3,076,084   \n9,329,723 \n  \nNet Income\n  $\n(10,190,111)  $\n11,420,006  $\n6,064,683  $\n3,178,165  $\n10,472,743 \n  \n \n183\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe summarized financial information of Blackstone’s equity method investments for December 31, 2022 are as follows:\n \n \n  \nDecember 31, 2022 and the Year Then Ended\n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nStatement of Financial Condition\n  \n \n \n \n \nAssets\n  \n \n \n \n \nInvestments\n  $\n295,985,447  $\n182,732,362  $\n87,362,311  $\n38,209,892  $\n604,290,012 \nOther Assets\n   \n13,601,083   \n3,194,088   \n6,345,260   \n4,079,065   \n27,219,496 \n  \nTotal Assets\n  $\n309,586,530  $\n185,926,450  $\n93,707,571  $\n42,288,957  $\n631,509,508 \n  \nLiabilities and Equity\n  \n \n \n \n \nDebt\n  $\n118,075,949  $\n22,779,131  $\n39,049,599  $\n662,805  $\n180,567,484 \nOther Liabilities\n   \n7,735,780   \n1,310,998   \n5,644,625   \n2,092,757   \n16,784,160 \n  \nTotal Liabilities\n   \n125,811,729   \n24,090,129   \n44,694,224   \n2,755,562   \n197,351,644 \n  \nEquity\n   \n183,774,801   \n161,836,321   \n49,013,347   \n39,533,395   \n434,157,864 \n  \nTotal Liabilities and Equity\n  $\n309,586,530  $\n185,926,450  $\n93,707,571  $\n42,288,957  $\n631,509,508 \n  \nStatement of Operations\n  \n \n \n \n \nInterest Income\n  $\n2,917,115  $\n2,012,916  $\n5,764,150  $\n16,069  $\n10,710,250 \nOther Income\n   \n9,432,802   \n824,779   \n690,193   \n286,444   \n11,234,218 \nInterest Expense\n   \n(3,644,118)   \n(722,626)   \n(1,450,447)   \n(41,522)   \n(5,858,713) \nOther Expenses\n   \n(11,089,520)   \n(2,132,320)   \n(1,303,902)   \n(255,459)   \n(14,781,201) \nNet Realized and Unrealized Gain (Losses) from Investments\n   \n7,807,056   \n2,146,281   \n(1,330,895)   \n483,946   \n9,106,388 \n  \nNet Income\n  $\n5,423,335  $\n2,129,030  $\n2,369,099  $\n489,478  $\n10,410,942 \n  \n \n184\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe summarized financial information of Blackstone’s equity method investments for December 31, 2021 are as follows:\n \n \n  \nDecember 31, 2021 and the Year Then Ended\n \n  \nReal\nEstate\n \nPrivate\nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nStatement of Financial Condition\n  \n \n \n \n \nAssets\n  \n \n \n \n \nInvestments\n  $\n241,808,879  $\n175,726,829  $\n68,426,090  $\n39,691,668  $\n525,653,466 \nOther Assets\n   \n13,463,009   \n5,776,462   \n5,412,041   \n3,020,159   \n27,671,671 \n  \nTotal Assets\n  $\n255,271,888  $\n181,503,291  $\n73,838,131  $\n42,711,827  $\n553,325,137 \n  \nLiabilities and Equity\n  \n \n \n \n \nDebt\n  $\n76,760,932  $\n20,434,354  $\n30,792,984  $\n1,243,453  $\n129,231,723 \nOther Liabilities\n   \n6,999,032   \n2,153,071   \n3,159,548   \n3,084,558   \n15,396,209 \n  \nTotal Liabilities\n   \n83,759,964   \n22,587,425   \n33,952,532   \n4,328,011   \n144,627,932 \n  \nEquity\n   \n171,511,924   \n158,915,866   \n39,885,599   \n38,383,816   \n408,697,205 \n  \nTotal Liabilities and Equity\n  $\n255,271,888  $\n181,503,291  $\n73,838,131  $\n42,711,827  $\n553,325,137 \n  \nStatement of Operations\n  \n \n \n \n \nInterest Income\n  $\n1,422,743  $\n1,640,402  $\n2,584,486  $\n3,563  $\n5,651,194 \nOther Income\n   \n6,115,960   \n318,485   \n306,490   \n315,894   \n7,056,829 \nInterest Expense\n   \n(1,475,065)   \n(331,350)   \n(427,459)   \n(30,073)   \n(2,263,947) \nOther Expenses\n   \n(6,847,739)   \n(1,666,930)   \n(828,689)   \n(282,474)   \n(9,625,832) \nNet Realized and Unrealized Gain from Investments\n   \n31,078,396   \n43,895,781   \n3,562,579   \n4,605,235   \n83,141,991 \n  \nNet Income (Loss)\n  $\n30,294,295  $\n43,856,388  $\n5,197,407  $\n4,612,145  $\n83,960,235 \n  \nAccrued Performance Allocations\nAccrued Performance Allocations to Blackstone were as follows:\n \n \n  \nReal \nEstate\n \nPrivate \nEquity\n \nCredit &\nInsurance\n \nHedge Fund\nSolutions\n \nTotal\nAccrued Performance Allocations, December 31, 2022\n  $\n5,334,117  $\n6,037,575  $\n569,898  $\n419,094  $\n12,360,684 \nPerformance Allocations as a Result of Changes in Fund Fair Values\n   \n(1,582,400)   \n1,753,730   \n278,655   \n173,502   \n623,487 \nForeign Exchange Gain\n   \n9,069   \n—   \n—   \n—   \n9,069 \nFund Distributions\n   \n(770,184)   \n(1,084,061)   \n(248,774)   \n(114,866)   \n(2,217,885) \n  \nAccrued Performance Allocations, December 31, 2023\n  $   2,990,602  $   6,707,244  $   599,779  $    477,730  $\n 10,775,355 \n  \n \n185\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nCorporate Treasury Investments\nThe portion of corporate treasury investments included in Investments represents Blackstone’s investments into primarily fixed income securities, mutual fund interests, and\nother fund interests. These strategies are managed by a combination of Blackstone personnel and third party advisors. The following table presents the Realized and Net Change\nin Unrealized Gains (Losses) on these investments:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nRealized Gains (Losses)\n  \n$\n(4,881)   \n$\n(21,511)   \n$\n741 \nNet Change in Unrealized Gains (Losses)\n  \n \n17,392   \n \n(57,426)   \n \n39,549 \n  \n  \n  \n  \n$  12,511   \n$\n(78,937)   \n$\n40,290 \n  \n  \n  \nOther Investments\nOther Investments consist of equity method investments where Blackstone has elected the fair value option and other proprietary investment securities held by Blackstone,\nincluding equity securities carried at fair value, equity investments without readily determinable fair values, and senior secured and subordinated notes in non-consolidated CLO\nvehicles. Equity securities carried at fair value include the ownership of common stock of Corebridge Financial, Inc., formerly known as American International Group, Inc.’s Life\nand Retirement business (“Corebridge”). Such common stock is subject to certain phased lock-up restrictions that expire over time through five years after the initial public\noffering (“IPO”) of Corebridge. Equity investments without a readily determinable fair value had a carrying value of $333.3 million as of December 31, 2023. In the period of\nacquisition and upon remeasurement in connection with an observable transaction, such investments are reported at fair value. See Note 8. “Fair Value Measurements of\nFinancial Instruments” for additional detail. Upward and downward adjustments related to such investments held as of December 31, 2023 were $4.3 million and $62.3 million,\nrespectively, during the year ended December 31, 2023, and $184.6 million and $6.2 million on a cumulative basis since the inception of the investments, respectively. The\nfollowing table presents Blackstone’s Realized and Net Change in Unrealized Gains (Losses) in Other Investments:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nRealized Gains (Losses)\n  \n$\n(19,346)   \n$\n203,327   \n$ 163,199 \nNet Change in Unrealized Gains (Losses)\n  \n \n(47,017)   \n (1,128,244)   \n \n340,867 \n  \n  \n  \n  \n$\n(66,363)   \n$\n(924,917)   \n$ 504,066 \n  \n  \n  \n \n186\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n5. Net Asset Value as Fair Value\nA summary of fair value by strategy type and ability to redeem such investments as of December 31, 2023 is presented below:\n \nStrategy (a)\n  \nFair Value   \nRedemption\nFrequency\n(if currently eligible)  \nRedemption\nNotice Period\nEquity\n  \n$ 445,626   \n(b)\n  \n(b)\nReal Estate\n  \n \n112,633   \n(c)\n  \n(c)\nOther\n  \n \n7,275   \n(d)\n  \n(d)\n  \n  \n  \n  \n$ 565,534   \n  \n  \n  \n  \n \n(a)\nAs of December 31, 2023, Blackstone had no unfunded commitments.\n(b)\nThe Equity category includes investments in hedge funds that invest primarily in domestic and international equity securities. Investments representing 40% of the fair value\nof the investments in this category may not be redeemed at, or within three months of, the reporting date. Investments representing 60% of the fair value of the investments\nin this category are redeemable as of the reporting date.\n(c)\nThe Real Estate category includes investments in funds that primarily invest in real estate assets. All investments in this category are redeemable as of the reporting date.\n(d)\nOther is composed of the Credit Driven category, the Commodities category and the Diversified Instruments category. The Credit Driven category includes investments in\nhedge funds that invest primarily in domestic and international bonds. The Commodities category includes investments in commodities-focused funds that primarily invest in\nfutures and physical-based commodity driven strategies. The Diversified Instruments category includes investments in funds that invest across multiple strategies. All\ninvestments in these categories may not be redeemed at, or within three months of, the reporting date.\n6. Derivative Financial Instruments\nBlackstone and the consolidated Blackstone Funds enter into derivative contracts in the normal course of business to achieve certain risk management objectives and for\ngeneral investment and business purposes. Blackstone may enter into derivative contracts in order to hedge its interest rate risk exposure against the effects of interest rate\nchanges. Additionally, Blackstone may also enter into derivative contracts in order to hedge its foreign currency risk exposure against the effects of a portion of its non-U.S. dollar\ndenominated currency net investments. As a result of the use of derivative contracts, Blackstone and the consolidated Blackstone Funds are exposed to the risk that\ncounterparties will fail to fulfill their contractual obligations. To mitigate such counterparty risk, Blackstone and the consolidated Blackstone Funds enter into contracts with certain\nmajor financial institutions, all of which have investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments.\nFreestanding Derivatives\nFreestanding derivatives are instruments that Blackstone and certain of the consolidated Blackstone Funds have entered into as part of their overall risk management and\ninvestment strategies. These derivative contracts are not designated as hedging instruments for accounting purposes. Such contracts may include interest rate swaps, foreign\nexchange contracts, equity swaps, options, futures and other derivative contracts.\n \n187\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe table below summarizes the aggregate notional amount and fair value of the derivative financial instruments. The notional amount represents the absolute value\namount of all outstanding derivative contracts.\n \n \n \nDecember 31, 2023\n \nDecember 31, 2022\n \n \nAssets\n \nLiabilities\n \nAssets\n \nLiabilities\n \n \nNotional\n \nFair \nValue\n \nNotional\n \nFair\nValue\n \nNotional\n \nFair\nValue\n \nNotional\n \nFair\nValue\nFreestanding Derivatives\n \n \n \n \n \n \n \n \nBlackstone\n \n \n \n \n \n \n \n \nInterest Rate Contracts\n $\n634,840  $\n145,798  $\n607,000  $\n86,589  $\n789,540  $\n188,043  $\n621,700  $\n83,331 \nForeign Currency Contracts\n  \n387,102   \n11,442   \n334,228   \n3,538   \n541,238   \n8,040   \n190,774   \n3,542 \nCredit Default Swaps\n  \n3,108   \n479   \n3,748   \n508   \n2,007   \n384   \n8,768   \n1,309 \nTotal Return Swaps\n  \n63,158   \n13,171   \n—   \n—   \n42,233   \n6,210   \n—   \n— \nEquity Options\n  \n—   \n—   \n1,110,490   \n563,986   \n—   \n—   \n996,592   \n48,581 \n  \n1,088,208   \n170,890   \n2,055,466   \n654,621   \n1,375,018   \n202,677   \n1,817,834   \n136,763 \nInvestments of Consolidated Blackstone Funds\n \n \n \n \n \n \n \n \nInterest Rate Contracts\n  \n855,683   \n19,189   \n—   \n—   \n931,752   \n74,926   \n—   \n— \nForeign Currency Contracts\n  \n—   \n—   \n—   \n—   \n—   \n—   \n5,133   \n284 \n  \n855,683   \n19,189   \n—   \n—   \n931,752   \n74,926   \n5,133   \n284 \n $\n1,943,891  $\n190,079  $\n2,055,466  $\n654,621  $\n2,306,770  $\n277,603  $\n1,822,967  $\n137,047 \nThe table below summarizes the impact to the Consolidated Statements of Operations from derivative financial instruments:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nFreestanding Derivatives\n  \n \n \nRealized Gains (Losses)\n  \n \n \nInterest Rate Contracts\n  $\n24,291  $\n15,319  $\n1,727 \nForeign Currency Contracts\n   \n443   \n(8,520)   \n(1,152) \nCredit Default Swaps\n   \n(413)   \n(231)   \n(1,488) \nTotal Return Swaps\n   \n15,775   \n1,654   \n(1,254) \nOther\n   \n—   \n—   \n(40) \n  \n   \n40,096   \n8,222   \n(2,207) \n  \nNet Change in Unrealized Gains (Losses)\n  \n \n \nInterest Rate Contracts\n   \n(87,177)   \n167,706   \n89,702 \nForeign Currency Contracts\n   \n3,288   \n9,666   \n608 \nCredit Default Swaps\n   \n363   \n73   \n1,112 \nTotal Return Swaps\n   \n6,381   \n5,290   \n2,130 \nEquity Options\n   \n(515,405)   \n(48,581)   \n— \nOther\n   \n—   \n—   \n(20) \n  \n   \n(592,550)   \n134,154   \n93,532 \n  \n  $\n(552,454)  $\n142,376  $\n91,325 \n  \n \n18 8\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nAs of December 31, 2023, 2022 and 2021, Blackstone had not designated any derivatives as fair value, cash flow or net investment hedges.\n7. Fair Value Option\nThe following table summarizes the financial instruments for which the fair value option has been elected:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nAssets\n  \n  \nLoans and Receivables\n  $\n60,738   $\n315,039 \nEquity and Preferred Securities\n   \n2,894,302    \n1,868,192 \nDebt Securities\n   \n63,486    \n24,784 \nAssets of Consolidated CLO Vehicles\n   \n    \n \nCorporate Loans\n   \n938,801    \n— \n  \n  \n  $\n3,957,327   $\n2,208,015 \n  \n  \nLiabilities\n  \n  \nCLO Notes Payable\n  $\n687,122   $\n— \nCorporate Treasury Commitments\n   \n1,264    \n8,144 \n  \n  \n  $\n688,386   $\n8,144 \n  \n  \n \n189\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table presents the Realized and Net Change in Unrealized Gains (Losses) on financial instruments on which the fair value option was elected:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\n \n   \n \nNet Change\n  \n \nNet Change\n  \n \nNet Change\n \n  \nRealized\n \nin Unrealized  \nRealized\n \nin Unrealized  \nRealized\n \nin Unrealized\n \n  \nGains\n \nGains\n \nGains\n \nGains\n \nGains\n \nGains\n \n  \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\n \n(Losses)\nAssets\n  \n \n \n \n \n \nLoans and Receivables\n  $\n(8,053)  $\n4,886  $\n(10,733)  $\n(464)  $\n(11,661)  $\n3,481 \nEquity and Preferred Securities\n   \n(1,439)   \n(122,605)   \n22,285   \n(91,338)   \n42,791   \n53,157 \nDebt Securities\n   \n—   \n(3,884)   \n(22,240)   \n(19,490)   \n14,399   \n(14,210) \nAssets of Consolidated CLO Vehicles\n  \n \n \n \n \n \nCorporate Loans\n   \n(6,063)   \n8,728   \n—   \n—   \n—   \n— \n  \n  $\n(15,555)  $\n(112,875)  $\n(10,688)  $\n(111,292)  $\n45,529  $\n42,428 \n  \nLiabilities\n  \n \n \n \n \n \nCLO Notes Payable\n  $\n—  $\n282  $\n—  $\n—  $\n—  $\n— \nCorporate Treasury Commitments\n   \n—   \n6,880   \n—   \n(7,508)   \n—   \n(383) \n  \n  $\n—  $\n7,162  $\n—  $\n(7,508)  $\n—  $\n(383) \n  \nThe following table presents information for those financial instruments for which the fair value option was elected:\n \n \n  \nDecember 31, 2023\n \nDecember 31, 2022\n \n   \n \nFor Financial Assets \nPast Due (a)\n  \n \nFor Financial Assets\nPast Due (a)\n \n  \nExcess\n  \n \nExcess\n \nExcess\n  \n \nExcess\n \n  \n(Deficiency)\n  \n \n(Deficiency)\n \n(Deficiency)\n  \n \n(Deficiency)\n \n  \nof Fair Value\n \nFair\n \nof Fair Value\n \nof Fair Value\n \nFair\n \nof Fair Value\n \n  Over Principal  \nValue\n \nOver Principal  \nOver Principal  \nValue\n \nOver Principal\nLoans and Receivables\n  $\n675  $\n—  $\n—  $\n(2,861)  $\n—  $\n— \nDebt Securities\n   \n(52,577)   \n—   \n—   \n(48,670)   \n—   \n— \nAssets of Consolidated CLO Vehicles\n  \n \n \n \n \n \nCorporate Loans\n   \n(8,751)   \n1,345    \n—    \n—   \n—    \n—  \n  \n  $\n(60,653)  $\n1,345  $\n—  $\n(51,531)  $\n—  $\n— \n  \n \n(a)\nAssets are classified as past due if contractual payments are more than 90 days past due.\nAs of December 31, 2023 and 2022, no Loans and Receivables for which the fair value option was elected were past due or in non-accrual status. As of December 31,\n2023, there were two Corporate Loans included within the Assets of Consolidated CLO Vehicles for which the fair value option was elected that were past due but was not in\nnon-accrual status. As of December 31, 2022, no Corporate Loans included within the Assets of Consolidated CLO Vehicles for which the fair value option was elected were past\ndue or in non-accrual status.\n \n190\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n8. Fair Value Measurements of Financial Instruments\nThe following tables summarize the valuation of Blackstone’s financial assets and liabilities by the fair value hierarchy:\n \n \n  \nDecember 31, 2023\n \n  \nLevel I\n  \nLevel II\n  \nLevel III\n  \nNAV\n  \nTotal\nAssets\n  \n  \n  \n  \n  \nCash and Cash Equivalents\n  $\n263,574   $\n—   $\n—   $\n—   $\n263,574 \n  \n  \n  \n  \n  \nInvestments\n  \n  \n  \n  \n  \nInvestments of Consolidated Blackstone Funds\n  \n  \n  \n  \n  \nEquity Securities, Partnerships and LLC Interests (a)\n   \n11,118    \n123,022    2,653,246    \n558,259    3,345,645 \nDebt Instruments\n   \n—    \n924,264    \n30,385    \n—    \n954,649 \nFreestanding Derivatives\n   \n—    \n19,189    \n—    \n—    \n19,189 \n  \n  \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n   \n11,118    1,066,475    2,683,631    \n558,259    4,319,483 \nCorporate Treasury Investments\n   \n72,071    \n435,430    \n296,369    \n—    \n803,870 \nOther Investments\n   1,564,112    2,355,423    \n223,441    \n7,275    4,150,251 \n  \n  \n  \n  \n  \nTotal Investments\n   1,647,301    3,857,328    3,203,441    \n565,534    9,273,604 \n  \n  \n  \n  \n  \nAccounts Receivable — Loans and Receivables\n   \n—    \n—    \n60,738    \n—    \n60,738 \n  \n  \n  \n  \n  \nOther Assets — Freestanding Derivatives\n   \n90    \n157,629    \n13,171    \n—    \n170,890 \n  \n  \n  \n  \n  \n  $ 1,910,965   $ 4,014,957   $ 3,277,350   $\n565,534   $ 9,768,806 \n  \n  \n  \n  \n  \nLiabilities\n  \n  \n  \n  \n  \nLoans Payable — CLO Notes Payable\n  $\n—   $\n687,122   $\n—   $\n—   $\n687,122 \n  \n  \n  \n  \n  \nAccounts Payable, Accrued Expenses and Other Liabilities\n  \n  \n  \n  \n  \nFreestanding Derivatives\n   \n436    \n90,199    \n563,986    \n—    \n654,621 \nContingent Consideration\n   \n—    \n—    \n387    \n—    \n387 \nCorporate Treasury Commitments\n   \n—    \n—    \n1,264    \n—    \n1,264 \nSecurities Sold, Not Yet Purchased\n   \n3,886    \n—    \n—    \n—    \n3,886 \n  \n  \n  \n  \n  \nTotal Accounts Payable, Accrued Expenses and Other Liabilities\n   \n4,322    \n90,199    \n565,637    \n—    \n660,158 \n  \n  \n  \n  \n  \n  $\n4,322   $\n777,321   $\n565,637   $\n—   $ 1,347,280 \n  \n  \n  \n  \n  \n \n191\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31, 2022\n \n  \nLevel I\n  \nLevel II\n  \nLevel III\n  \nNAV\n  \nTotal\nAssets\n  \n  \n  \n  \n  \nCash and Cash Equivalents\n  $ 1,134,733   $\n—   $\n—   $\n—   $ 1,134,733 \n  \n  \n  \n  \n  \nInvestments\n  \n  \n  \n  \n  \nInvestments of Consolidated Blackstone Funds\n  \n  \n  \n  \n  \nEquity Securities, Partnerships and LLC Interests (a)\n   \n12,024    \n149,689    4,195,859    \n596,708    4,954,280 \nDebt Instruments\n   \n—    \n53,787    \n53,973    \n—    \n107,760 \nFreestanding Derivatives\n   \n—    \n74,926    \n—    \n—    \n74,926 \n  \n  \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n   \n12,024    \n278,402    4,249,832    \n596,708    5,136,966 \nCorporate Treasury Investments\n   \n116,266    \n931,406    \n5,868    \n—    1,053,540 \nOther Investments\n   1,473,611    1,597,696    \n51,155    \n5,985    3,128,447 \n  \n  \n  \n  \n  \nTotal Investments\n   1,601,901    2,807,504    4,306,855    \n602,693    9,318,953 \n  \n  \n  \n  \n  \nAccounts Receivable — Loans and Receivables\n   \n—    \n—    \n315,039    \n—    \n315,039 \n  \n  \n  \n  \n  \nOther Assets — Freestanding Derivatives\n   \n279    \n196,188    \n6,210    \n—    \n202,677 \n  \n  \n  \n  \n  \n  $ 2,736,913   $ 3,003,692   $ 4,628,104   $\n602,693   $10,971,402 \n  \n  \n  \n  \n  \nLiabilities\n  \n  \n  \n  \n  \nAccounts Payable, Accrued Expenses and Other Liabilities\n  \n  \n  \n  \n  \nConsolidated Blackstone Funds — Freestanding Derivatives\n  $\n—   $\n284   $\n—   $\n—   $\n284 \nFreestanding Derivatives\n   \n21    \n88,161    \n48,581    \n—    \n136,763 \nCorporate Treasury Commitments\n   \n—    \n—    \n8,144    \n—    \n8,144 \nSecurities Sold, Not Yet Purchased\n   \n3,825    \n—    \n—    \n—    \n3,825 \n  \n  \n  \n  \n  \nTotal Accounts Payable, Accrued Expenses and Other Liabilities\n   \n3,846    \n88,445    \n56,725    \n—    \n149,016 \n  \n  \n  \n  \n  \n  $\n3,846   $\n88,445   $\n56,725   $\n—   $\n149,016 \n  \n  \n  \n  \n  \n \nLLC Limited Liability Company.\n(a)\nEquity Securities, Partnership and LLC Interest includes investments in investment funds.\n \n192\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of December 31, 2023.\nConsistent with presentation in these Notes to Consolidated Financial Statements, this table presents the Level III Investments only of Consolidated Blackstone Funds and\ntherefore does not reflect any other Blackstone Funds.\n \n \n \n \n \n \n \n \n \n \n \n \n \nImpact to\n \n \n \n \n \n \n \n \n \n \n \n \nValuation\n \n \n \n \n \n \n \n \n \n \n \n \nfrom an\n \n \n \n \nValuation\n \nUnobservable\n \n \n \nWeighted-  \nIncrease\n \n \nFair Value\n \nTechniques\n \nInputs\n \nRanges\n \nAverage (a)  \nin Input\nFinancial Assets\n \n \n \n \n \n \nInvestments of Consolidated Blackstone Funds\n \n \n \n \n \n \nEquity Securities, Partnership and LLC Interests\n \n$\n2,653,246  \n Discounted Cash Flows  \n Discount Rate\n  \n3.3% - 38.0%  \n9.7%\n \nLower\n \n \n \n Exit Multiple - EBITDA   \n4.0x - 30.6x  \n15.0x\n \nHigher\n \n \n \n Exit Capitalization Rate  \n3.1% - 12.8%  \n5.1%\n \nLower\nDebt Instruments\n \n \n30,385  \n Third Party Pricing\n  \n n/a\n  \n \n \nTotal Investments of Consolidated Blackstone Funds\n \n \n2,683,631  \n \n \n \n \nCorporate Treasury Investments\n \n \n296,369  \n Discounted Cash Flows  \n Discount Rate\n  \n11.2% - 22.4% \n17.1%\n \nLower\n \n \n Transaction Price\n  \n n/a\n  \n \n \nLoans and Receivables\n \n \n60,738  \n Discounted Cash Flows  \n Discount Rate\n  \n8.8% - 14.9%  \n10.3%\n \nLower\nOther Investments (b)\n \n \n236,612  \n Third Party Pricing\n  \n n/a\n  \n \n \n \n \n Transaction Price\n  \n n/a\n  \n \n \n \n$\n3,277,350  \n \n \n \n \nFinancial Liabilities\n \n \n \n \n \n \nFreestanding Derivatives (c)\n \n$\n563,986  \n Option Pricing Model\n  \n Volatility\n  \n6.3%\n \nn/a\n \nHigher\nOther Liabilities (d)\n \n \n1,651  \n Third Party Pricing\n  \n n/a\n  \n \n \n \n \n Other\n  \n n/a\n  \n \n \n \n$\n565,637  \n \n \n \n \n \n193\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table summarizes the quantitative inputs and assumptions used for items categorized in Level III of the fair value hierarchy as of December 31, 2022:\n \n \n \n \n  \n \n  \n \n  \n \n \n \n \nImpact to\n \n \n \n  \n \n  \n \n  \n \n \n \n \nValuation\n \n \n \n  \n \n  \n \n  \n \n \n \n \nfrom an\n \n \n \n  \nValuation\n  \nUnobservable\n  \n \n \nWeighted-  \nIncrease\n \n \nFair Value\n  \nTechniques\n  \nInputs\n  \nRanges\n \nAverage (a)  \nin Input\nFinancial Assets\n \n  \n  \n  \n \n \nInvestments of Consolidated Blackstone Funds\n \n  \n  \n  \n \n \nEquity Securities, Partnership and LLC Interests\n \n$\n4,195,859   \n Discounted Cash Flows   \n Discount Rate\n   \n4.1% - 34.5% \n8.8%\n \nLower\n \n  \n  \n Exit Multiple - EBITDA    \n4.0x - 30.6x  \n14.7x\n \nHigher\n \n  \n  \n Exit Capitalization Rate   \n2.6% - 14.4% \n4.7%\n \nLower\n \n  \n Transaction Price\n   \n n/a\n   \n \n \nDebt Instruments\n \n \n53,973   \n Transaction Price\n   \n n/a\n   \n \n \n \n  \n Third Party Pricing\n   \n n/a\n   \n \n \n  \n  \n  \nTotal Investments of Consolidated Blackstone Funds\n \n \n4,249,832   \n  \n  \n \n \nCorporate Treasury Investments\n \n \n5,868   \n Third Party Pricing\n   \n n/a\n   \n \n \nLoans and Receivables\n \n \n315,039   \n Discounted Cash Flows   \n Discount Rate\n   \n7.6% - 11.5% \n9.8%\n \nLower\nOther Investments (b)\n \n \n57,365   \n Transaction Price\n   \n n/a\n   \n \n \n \n  \n Third Party Pricing\n   \n n/a\n   \n \n \n  \n  \n  \n \n$\n4,628,104   \n  \n  \n \n \n  \n  \n  \nFinancial Liabilities\n \n  \n  \n  \n \n \nFreestanding Derivatives (c)\n \n$\n48,581   \n Option Pricing Model\n   \n Volatility\n   \n6.1%\n \nn/a\n \nHigher\nOther Liabilities (d)\n \n \n8,144   \n Third Party Pricing\n   \n n/a\n   \n \n \n  \n  \n  \n \n$\n56,725   \n  \n  \n \n \n  \n  \n  \n \nn/a\n Not applicable.\nEBITDA\n Earnings before interest, taxes, depreciation and amortization.\nExit Multiple\n Ranges include the last twelve months EBITDA and forward EBITDA multiples.\nThird Party Pricing\n \nThird Party Pricing is generally determined on the basis of unadjusted prices between market participants provided by reputable dealers or pricing\nservices.\nTransaction Price\n Includes recent acquisitions or transactions.\n(a)\n Unobservable inputs were weighted based on the fair value of the investments included in the range.\n(b)\n As of December 31, 2023 and 2022, Other Investments includes Level III Freestanding Derivatives.\n(c)\n \nThe volatility of the historical performance of the underlying reference entity is used to project the expected returns relevant for the fair value of the\nderivative.\n(d)\n \nAs of December 31, 2023, Other Liabilities includes Level III Contingent Consideration and Level III Corporate Treasury Commitments. As of\nDecember 31, 2022, Other Liabilities is comprised only of Level III Corporate Treasury Commitments.\n \n194\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nDuring the year ended December 31, 2023, there have been no changes in valuation techniques within Level II and Level III that have had a material impact on the valuation\nof financial instruments.\nThe following tables summarize the changes in financial assets and liabilities measured at fair value for which Blackstone has used Level III inputs to determine fair value\nand does not include gains or losses that were reported in Level III in prior years or for instruments that were transferred out of Level III prior to the end of the respective reporting\nperiod. These tables also exclude financial assets and liabilities measured at fair value on a non-recurring basis. Total realized and unrealized gains and losses recorded for\nLevel III investments are reported in either Investment Income (Loss) or Net Gains (Losses) from Fund Investment Activities in the Consolidated Statements of Operations.\n \n \n  \nLevel III Financial Assets at Fair Value\n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n  \nInvestments of\nConsolidated\nFunds\n \nLoans \nand \nReceivables \nOther\nInvestments (a) \nTotal\n \nInvestments of\nConsolidated\nFunds\n \nLoans \nand \nReceivables \nOther\nInvestments (a) \nTotal\nBalance, Beginning of Period\n  $\n4,249,832  $\n315,039  $\n30,971  $ 4,595,842  $\n1,200,315  $\n392,732  $\n43,987  $ 1,637,034 \nTransfer In Due to Consolidation and Acquisition\n   \n—   \n—   \n—   \n—   \n2,985,171   \n—   \n—   2,985,171 \nTransfer Out Due to Deconsolidation\n   \n(1,453,837)   \n—   \n—   (1,453,837)   \n—   \n—   \n—   \n— \nTransfer In to Level III (b)\n   \n28,190   \n—   \n898   \n29,088   \n2,040   \n—   \n2,517   \n4,557 \nTransfer Out of Level III (b)\n   \n(18,197)   \n—   \n(3,374)   \n(21,571)   \n(76,621)   \n—   \n(19,597)   \n(96,218) \nPurchases\n   \n294,789   \n284,002   \n354,202   \n932,993   \n636,338   \n805,375   \n14,524   1,456,237 \nSales\n   \n(289,721)   \n(563,732)   \n(14,542)   \n(867,995)   \n(428,379)   \n(882,668)   \n(3,797)   (1,314,844) \nIssuances\n   \n—   \n68,450   \n—   \n68,450   \n—   \n39,514   \n—   \n39,514 \nSettlements (c)\n   \n—   \n(70,419)   \n(8,252)   \n(78,671)   \n—   \n(55,308)   \n(4,433)   \n(59,741) \nChanges in Gains (Losses) Included in Earnings\n   \n(127,425)   \n27,398   \n13,121   \n(86,906)   \n(69,032)   \n15,394   \n(2,230)   \n(55,868) \n  \nBalance, End of Period\n  $\n2,683,631  $\n60,738  $\n373,024  $ 3,117,393  $\n4,249,832  $\n315,039  $\n30,971  $ 4,595,842 \n  \nChanges in Unrealized Gains (Losses) Included in Earnings Related to\nFinancial Assets Still Held at the Reporting Date\n  $\n(94,828)  $\n2,227  $\n7,725  $\n(84,876)  $\n(136,037)  $\n(13,384)  $\n(11,271)  $\n(160,692) \n  \n \n \n  \nLevel III Financial Liabilities at Fair Value\n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n  \nFreestanding\nDerivatives   \nOther\nLiabilities (d)  \nTotal\n \nFreestanding\nDerivatives   \nOther\nLiabilities (d)   \nTotal\nBalance, Beginning of Period\n  \n$\n48,581   \n$\n8,144  \n$\n56,725  \n$\n—   \n$\n636   \n$\n636 \nTransfer In Due to Consolidation and Acquisition\n  \n \n—   \n \n800  \n \n800  \n \n—   \n \n—   \n \n— \nSales\n  \n \n—   \n \n(413)  \n \n(413)  \n \n—   \n \n—   \n \n— \nChanges in Losses (Gains) Included in Earnings\n  \n \n515,405   \n \n(6,880)  \n \n508,525  \n \n48,581   \n \n7,508   \n \n56,089 \n  \n  \n  \n  \nBalance, End of Period\n  \n$\n563,986   \n$\n1,651  \n$\n565,637  \n$\n48,581   \n$\n8,144   \n$\n56,725 \n  \n  \n  \n  \nChanges in Unrealized Losses (Gains) Included in Earnings Related to Financial Liabilities Still\nHeld at the Reporting Date\n  \n$\n515,405   \n$\n(6,880)  \n$\n508,525  \n$\n48,581   \n$\n7,508   \n$\n56,089 \n  \n  \n  \n  \n \n(a)\nRepresents freestanding derivatives, corporate treasury investments and Other Investments.\n \n195\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n(b)\nTransfers in and out of Level III financial assets and liabilities were due to changes in the observability of inputs used in the valuation of such assets and liabilities.\n(c)\nFor Freestanding Derivatives included within Other Investments, Settlements includes all ongoing contractual cash payments made or received over the life of the\ninstrument.\n(d)\nAs of December 31, 2023, Other Liabilities includes Level III Contingent Consideration and Level III Corporate Treasury Commitments. As of December 31, 2022, Other\nLiabilities is comprised only of Level III Corporate Treasury Commitments.\n \n9.\nVariable Interest Entities\nPursuant to GAAP consolidation guidance, Blackstone consolidates certain VIEs for which it is the primary beneficiary either directly or indirectly, through a consolidated\nentity or affiliate. VIEs include certain private equity, real estate, credit-focused or funds of hedge funds entities and CLO vehicles. The purpose of such VIEs is to provide strategy\nspecific investment opportunities for investors in exchange for management and performance-based fees. The investment strategies of the Blackstone Funds differ by product;\nhowever, the fundamental risks of the Blackstone Funds are similar, including loss of invested capital and loss of management fees and performance-based fees. In Blackstone’s\nrole as general partner, collateral manager or investment adviser, it generally considers itself the sponsor of the applicable Blackstone Fund. Blackstone does not provide\nperformance guarantees and has no other financial obligation to provide funding to consolidated VIEs other than its own capital commitments.\nThe assets of consolidated variable interest entities may only be used to settle obligations of these entities. In addition, there is no recourse to Blackstone for the\nconsolidated VIEs’ liabilities.\nBlackstone holds variable interests in certain VIEs which are not consolidated as it is determined that Blackstone is not the primary beneficiary. Blackstone’s involvement\nwith such entities is in the form of direct and indirect equity interests and fee arrangements. The maximum exposure to loss represents the loss of assets recognized by\nBlackstone relating to non-consolidated VIEs and any clawback obligation relating to previously distributed Performance Allocations. Blackstone’s maximum exposure to loss\nrelating to non-consolidated VIEs were as follows:\n \n \n  \nDecember 31,\n2023\n  \nDecember 31,\n2022\nInvestments\n  \n$ 3,751,591   \n$ 3,326,669 \nDue from Affiliates\n  \n \n203,187   \n \n189,240 \nPotential Clawback Obligation\n  \n \n72,119   \n \n384,926 \n  \n  \nMaximum Exposure to Loss\n  \n$ 4,026,897   \n$ 3,900,835 \n  \n  \nAmounts Due to Non-Consolidated VIEs\n  \n$\n223   \n$\n6 \n  \n  \n \n10.\nRepurchase Agreements\nAt December 31, 2023, Blackstone had no Repurchase Agreements and hence no pledged securities or cash. At December 31, 2022, Blackstone pledged securities with a\ncarrying value of $89.9 million and cash to collateralize its repurchase agreements. Such securities can be repledged, delivered or otherwise used by the counterparty.  \n196\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table provides information regarding Blackstone’s Repurchase Agreements obligation by type of collateral pledged as of December 31, 2022. At December 31,\n2023, Blackstone had no Repurchase Agreements and hence no collateral outstanding.\n \n \n  \nDecember 31, 2022\n \n  \nRemaining Contractual Maturity of the Agreements\n \n  \nOvernight and\nContinuous   \nUp to\n30 Days\n  \n30 - 90\nDays\n  \nGreater than\n90 days\n  \nTotal\nRepurchase Agreements\n  \n  \n  \n  \n  \nLoans\n   \n—    \n70,776    \n—    \n19,168    \n89,944 \nGross Amount of Recognized Liabilities for Repurchase Agreements in Note 12. “Offsetting of Assets and Liabilities”\n   $\n89,944 \n  \n  \n  \nAmounts Related to Agreements Not Included in Offsetting Disclosure in Note 12. “Offsetting of Assets and Liabilities”\n   $\n— \n  \n  \n  \n \n11.\nOther Assets\nOther Assets consists of the following:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nFurniture, Equipment and Leasehold Improvements\n  \n$ 937,355   \n$ 748,334 \nLess: Accumulated Depreciation\n  \n (394,602)   \n (336,621) \n  \n  \nFurniture, Equipment and Leasehold Improvements, Net\n  \n \n542,753   \n \n411,713 \nPrepaid Expenses\n  \n \n207,886   \n \n165,079 \nFreestanding Derivatives\n  \n \n170,890   \n \n202,677 \nOther\n  \n \n23,319   \n \n20,989 \n  \n  \n  \n$ 944,848   \n$ 800,458 \n  \n  \nDepreciation expense of $94.1 million, $69.2 million and $52.2 million related to furniture, equipment and leasehold improvements for the years ended December 31, 2023,\n2022 and 2021, respectively, is included in General, Administrative and Other in the Consolidated Statements of Operations. \n \n12.\nOffsetting of Assets and Liabilities\nThe following tables present the offsetting of assets and liabilities as of December 31, 2023 and 2022:\n \n \n  \nDecember 31, 2023\n \n  \nGross and Net \nAmounts of Assets\nPresented in the\nStatement of\nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n   \n \n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nReceived\n  \nNet\nAmount\nAssets\n  \n  \n  \n  \nFreestanding Derivatives\n  $\n190,079   $\n107,330   $\n49,532   $\n33,217 \n  \n  \n  \n  \n \n197\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n  \nDecember 31, 2023\n \n  \nGross and Net\nAmounts of Liabilities\nPresented in the\nStatement of \nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n   \n \n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nPledged\n  \nNet\nAmount\nLiabilities\n  \n  \n  \n  \nFreestanding Derivatives\n  $\n90,635   $\n87,777   $\n625   $\n2,233 \n  \n  \n  \n  \n \n \n  \nDecember 31, 2022\n \n  \nGross and Net\nAmounts of Assets\nPresented in the\nStatement of\nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n   \n \n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nReceived\n  \nNet\nAmount\nAssets\n  \n  \n  \n  \nFreestanding Derivatives\n  $\n277,603   $\n165,897   $\n96,436   $\n15,270 \n  \n  \n  \n  \n \n \n  \nDecember 31, 2022\n \n  \nGross and Net\nAmounts of Liabilities\nPresented in the\nStatement of \nFinancial Condition\n  \nGross Amounts Not Offset in \nthe Statement of \nFinancial Condition\n  \nNet\nAmount\n  \nFinancial\nInstruments (a)\n  \nCash Collateral\nPledged\nLiabilities\n  \n  \n  \n  \nFreestanding Derivatives\n  $\n88,182   $\n85,366   $\n1,345   $\n1,471 \nRepurchase Agreements\n   \n89,944    \n89,944    \n—    \n— \n  \n  \n  \n  \n  $\n178,126   $\n175,310   $\n1,345   $\n1,471 \n  \n  \n  \n  \n \n(a)\nAmounts presented are inclusive of both legally enforceable master netting agreements, and financial instruments received or pledged as collateral. Financial instruments\nreceived or pledged as collateral offset derivative counterparty risk exposure, but do not reduce net balance sheet exposure.\nRepurchase Agreements and Freestanding Derivative liabilities are included in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of\nFinancial Condition. Freestanding Derivative assets are included in Other Assets in the Consolidated Statements of Financial Condition. See Note 11. “Other Assets” for the\ncomponents of Other Assets.\n \n198 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nNotional Pooling Arrangements\nBlackstone has notional cash pooling arrangements with financial institutions for cash management purposes. These arrangements allow for cash withdrawals based upon\naggregate cash balances on deposit at the same financial institution. Cash withdrawals cannot exceed aggregate cash balances on deposit. The net balance of cash on deposit\nand overdrafts is used as a basis for calculating net interest expense or income. As of December 31, 2023, the aggregate cash balance on deposit relating to the cash pooling\narrangements was $870.4 million, which was offset and reported net of the accompanying overdraft of $ 870.4 million.\n \n13.\nBorrowings\nOn December 15, 2023, Blackstone, through its indirect subsidiary Blackstone Holdings Finance Co. L.L.C (the “Issuer”), entered into an amended and restated\n$4.325 billion revolving credit facility with Citibank, N.A., as administrative agent, and the lenders party thereto. The amendment and restatement, among other things, increased\nthe amount of available borrowings from $4.135 billion to $ 4.325  billion and extended the maturity date from June 3, 2027 to December 15, 2028.\nAll of Blackstone’s outstanding senior notes as of December 31, 2023 are unsecured and unsubordinated obligations of the Issuer that are fully and unconditionally\nguaranteed by Blackstone Inc. and its indirect subsidiaries, Blackstone Holdings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P. and\nBlackstone Holdings IV L.P. (the “Guarantors”). The guarantees are unsecured and unsubordinated obligations of the Guarantors. Transaction costs related to senior note\nissuances have been capitalized and are amortized over the life of each respective note.\n \n199\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nBlackstone borrows and enters into credit agreements for its general operating and investment purposes and certain Blackstone Funds borrow to meet financing needs of\ntheir operating and investing activities. Borrowing facilities have been established for the benefit of selected Blackstone Funds. When a Blackstone Fund borrows from the facility\nin which it participates, the proceeds from the borrowing are strictly limited for its intended use by the borrowing fund and not available for other Blackstone purposes.\nBlackstone’s credit facilities consist of the following:\n  \n \n  \nDecember 31,\n \n  \n2023\n \n2022\n \n  \nCredit\nAvailable\n  \nBorrowing\nOutstanding   \nEffective\nInterest\nRate\n \nCredit\nAvailable\n  \nBorrowing\nOutstanding   \nEffective\nInterest\nRate\nRevolving Credit Facility (a)\n  \n$ 4,325,000   \n$\n—   \n \n- \n \n$ 4,135,000   \n$\n—   \n \n- \nBlackstone Issued Senior Notes (b)\n  \n  \n  \n \n  \n  \n4.750%, Due 2/15/2023\n  \n \n—   \n \n—   \n \n- \n \n \n400,000   \n \n400,000   \n \n5.07% \n2.000%, Due 5/19/2025\n  \n \n331,170   \n \n331,170   \n \n2.16%  \n \n321,150   \n \n321,150   \n \n2.19% \n1.000%, Due 10/5/2026\n  \n \n662,340   \n \n662,340   \n \n1.16%  \n \n642,300   \n \n642,300   \n \n1.16% \n3.150%, Due 10/2/2027\n  \n \n300,000   \n \n300,000   \n \n3.30%  \n \n300,000   \n \n300,000   \n \n3.29% \n5.900%, Due 11/3/2027\n  \n \n600,000   \n \n600,000   \n \n6.13%  \n \n600,000   \n \n600,000   \n \n6.19% \n1.625%, Due 8/5/2028\n  \n \n650,000   \n \n650,000   \n \n1.79%  \n \n650,000   \n \n650,000   \n \n1.83% \n1.500%, Due 4/10/2029\n  \n \n662,340   \n \n662,340   \n \n1.60%  \n \n642,300   \n \n642,300   \n \n1.61% \n2.500%, Due 1/10/2030\n  \n \n500,000   \n \n500,000   \n \n2.73%  \n \n500,000   \n \n500,000   \n \n2.73% \n1.600%, Due 3/30/2031\n  \n \n500,000   \n \n500,000   \n \n1.71%  \n \n500,000   \n \n500,000   \n \n1.70% \n2.000%, Due 1/30/2032\n  \n \n800,000   \n \n800,000   \n \n2.18%  \n \n800,000   \n \n800,000   \n \n2.18% \n2.550%, Due 3/30/2032\n  \n \n500,000   \n \n500,000   \n \n2.67%  \n \n500,000   \n \n500,000   \n \n2.66% \n6.200%, Due 4/22/2033\n  \n \n900,000   \n \n900,000   \n \n6.33%  \n \n900,000   \n \n900,000   \n \n6.40% \n3.500%, Due 6/1/2034\n  \n \n551,950   \n \n551,950   \n \n3.90%  \n \n535,250   \n \n535,250   \n \n3.79% \n6.250%, Due 8/15/2042\n  \n \n250,000   \n \n250,000   \n \n6.65%  \n \n250,000   \n \n250,000   \n \n6.65% \n5.000%, Due 6/15/2044\n  \n \n500,000   \n \n500,000   \n \n5.16%  \n \n500,000   \n \n500,000   \n \n5.16% \n4.450%, Due 7/15/2045\n  \n \n350,000   \n \n350,000   \n \n4.56%  \n \n350,000   \n \n350,000   \n \n4.56% \n4.000%, Due 10/2/2047\n  \n \n300,000   \n \n300,000   \n \n4.20%  \n \n300,000   \n \n300,000   \n \n4.20% \n3.500%, Due 9/10/2049\n  \n \n400,000   \n \n400,000   \n \n3.61%  \n \n400,000   \n \n400,000   \n \n3.61% \n2.800%, Due 9/30/2050\n  \n \n400,000   \n \n400,000   \n \n2.88%  \n \n400,000   \n \n400,000   \n \n2.88% \n2.850%, Due 8/5/2051\n  \n \n550,000   \n \n550,000   \n \n2.91%  \n \n550,000   \n \n550,000   \n \n2.92% \n3.200%, Due 1/30/2052\n  \n 1,000,000   \n 1,000,000   \n \n3.27%  \n 1,000,000   \n 1,000,000   \n \n3.26% \n  \n  \n  \n  \n  \n  \n 15,032,800   \n 10,707,800   \n \n 15,176,000   \n 11,041,000   \nOther (c)\n  \n  \n  \n \n  \n  \nSecured Borrowing, Due 10/27/2033\n  \n \n19,949   \n \n19,949   \n \n7.69%  \n \n—   \n \n—   \n \n- \nSecured Borrowing, Due 1/29/2035\n  \n \n20,000   \n \n20,000   \n \n3.72%  \n \n—   \n \n—   \n \n- \n  \n  \n  \n  \n  \n  \n 15,072,749   \n 10,747,749   \n \n 15,176,000   \n 11,041,000   \n  \n  \n  \n  \n  \nBorrowings of Consolidated Blackstone Funds\n  \n  \n  \n \n  \n  \nBlackstone Fund Facilities (d)\n  \n \n—   \n \n—   \n \n- \n \n 1,450,000   \n 1,450,000   \n \n- \nCLO Notes Payable (e)\n  \n \n858,133   \n \n858,133   \n \n7.57%  \n \n—   \n \n—   \n \n- \n  \n  \n  \n  \n  \n  \n \n858,133   \n \n858,133   \n \n 1,450,000   \n 1,450,000   \n  \n  \n  \n  \n  \n  \n$15,930,882   \n$11,605,882   \n \n$16,626,000   \n$12,491,000   \n  \n  \n  \n  \n  \n \n(a)\nRepresents the Credit Facility of Blackstone, through the Issuer. Interest on the borrowings is based on an adjusted Secured Overnight Finance Rate (“SOFR”) or alternate\nbase rate, in each case plus a margin, and undrawn commitments bear a commitment fee\n \n200 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \nof 0.06%. The margin above adjusted SOFR used to calculate interest on borrowings was 0.75% plus an additional credit spread adjustment of 0.10% to account for the\ndifference between London Interbank Offered Rate (“LIBOR”) and SOFR. The margin is subject to change based on Blackstone’s credit rating. Borrowings may also be\nmade in U.K. sterling, euros, Swiss francs, Japanese yen or Canadian dollars, in each case subject to certain sub-limits. The Credit Facility contains customary\nrepresentations, covenants and events of default. Financial covenants consist of a maximum net leverage ratio and a requirement to keep a minimum amount of fee-earning\nassets under management, each tested quarterly. As of December 31, 2023 and 2022, Blackstone had outstanding but undrawn letters of credit against the Credit Facility of\n$40.3 million and $11.2 million, respectively. The amount Blackstone can draw from the Credit Facility is reduced by the undrawn letters of credit, however the Credit\nAvailable presented herein is not reduced by the undrawn letters of credit.\n(b)\nThe Issuer has issued long-term borrowings in the form of senior notes (the “Notes”). The Notes are unsecured and unsubordinated obligations of the Issuer. The Notes are\nfully and unconditionally guaranteed, jointly and severally, by Blackstone, the Guarantors and the Issuer. The guarantees are unsecured and unsubordinated obligations of\nthe Guarantors. Transaction costs related to the issuance of the Notes have been deducted from the Note liability and are being amortized over the life of the Notes. The\nindentures include covenants, including limitations on the Issuer’s and the Guarantors’ ability to, subject to exceptions, incur indebtedness secured by liens on voting stock\nor profit participating equity interests of their subsidiaries or merge, consolidate or sell, transfer or lease assets. The indentures also provide for events of default and further\nprovide that the trustee or the holders of not less than 25% in aggregate principal amount of the outstanding Notes may declare the Notes immediately due and payable\nupon the occurrence and during the continuance of any event of default after expiration of any applicable grace period. In the case of specified events of bankruptcy,\ninsolvency, receivership or reorganization, the principal amount of the Notes and any accrued and unpaid interest on the Notes automatically become due and payable. All\nor a portion of the Notes may be redeemed at the Issuer’s option in whole or in part, at any time and from time to time, prior to their stated maturity, at the make-whole\nredemption price set forth in the Notes. If a change of control repurchase event occurs, the holders of the Notes may require the Issuer to repurchase the Notes at a\nrepurchase price in cash equal to 101% of the aggregate principal amount of the Notes repurchased plus any accrued and unpaid interest on the Notes repurchased to, but\nnot including, the date of repurchase.\n(c)\nPrincipal on the Secured Borrowings will be paid over the term with repayment amounts dependent on the performance of the underlying assets securing each borrowing.\nRepayment amounts from the underlying assets are restricted to solely satisfy the Secured Borrowings obligations. As of December 31, 2023, the fair value of the assets\nsecuring both Secured Borrowings equaled $49.0 million.\n(d)\nRepresents borrowing facilities for the various consolidated Blackstone Funds used to meet liquidity and investing needs. Certain borrowings under these facilities were\nused for bridge financing and general liquidity purposes. Other borrowings were used to finance the purchase of investments with the borrowing remaining in place until the\ndisposition or refinancing event. Such borrowings have varying maturities and may be rolled over until the disposition or refinancing event. Because the timing of such events\nis unknown and may occur in the near term, these borrowings are considered short-term in nature. Borrowings bear interest at spreads to market rates or at stated fixed\nrates that can vary over the borrowing term. Interest may be subject to the performance of the asset and therefore, the stated interest rate and effective interest rate may\ndiffer. Borrowings were secured according to the terms of each facility and are generally secured by the investment purchased with the proceeds of the borrowing and/or the\nuncalled capital commitment of each respective fund. Certain facilities have commitment fees. When a fund borrows, the proceeds are available only for use by that fund and\nare not available for the benefit of other funds. Collateral within each fund is also available only against the borrowings by that fund and not against the borrowings of other\nfunds. These funds have been deconsolidated as of December 31, 2023.\n(e)\nCLO Notes Payable have maturity dates ranging from June 2025 to January 2037. A portion of the borrowing outstanding is comprised of subordinated notes which do not\nhave contractual interest rates but instead pay distributions from the excess cash flows of the CLO vehicles.\n \n201 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table presents the general characteristics of each of Blackstone’s notes, as well as their carrying value and fair value. The borrowings are included in Loans\nPayable within the Consolidated Statements of Financial Condition. Each of the Senior Notes were issued at a discount through Blackstone’s indirect subsidiary, Blackstone\nHoldings Finance Co. L.L.C. The Senior Notes accrue interest from the issue date thereof and pay interest in arrears on a semi-annual basis or annual basis. The Secured\nBorrowings were issued at par, accrue interest from the issue date thereof and pay interest in arrears on a quarterly basis. CLO Notes Payable pay interest in arrears on a\nquarterly basis.\n \n202\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nDescription\n  \nCarrying \nValue\n  \nFair Value\n  \nCarrying \nValue\n  \nFair Value\nBlackstone Operating Borrowings\n  \n  \n  \n  \nSenior Notes (a)\n  \n  \n  \n  \n4.750%, Due 2/15/2023\n  \n$\n—   \n$\n—   \n$\n399,838   \n$\n399,776 \n2.000%, Due 5/19/2025\n  \n \n336,005   \n \n324,778   \n \n325,292   \n \n305,754 \n1.000%, Due 10/5/2026\n  \n \n664,085   \n \n620,864   \n \n642,968   \n \n568,525 \n3.150%, Due 10/2/2027\n  \n \n298,476   \n \n283,059   \n \n298,101   \n \n271,284 \n5.900%, Due 11/3/2027\n  \n \n595,411   \n \n625,158   \n \n594,381   \n \n606,450 \n1.625%, Due 8/5/2028\n  \n \n645,406   \n \n566,508   \n \n644,456   \n \n530,933 \n1.500%, Due 4/10/2029\n  \n \n666,655   \n \n601,272   \n \n645,819   \n \n532,043 \n2.500%, Due 1/10/2030\n  \n \n493,573   \n \n431,005   \n \n492,604   \n \n405,965 \n1.600%, Due 3/30/2031\n  \n \n496,447   \n \n391,955   \n \n495,990   \n \n365,380 \n2.000%, Due 1/30/2032\n  \n \n789,283   \n \n633,153   \n \n788,082   \n \n589,407 \n2.550%, Due 3/30/2032\n  \n \n495,670   \n \n410,755   \n \n495,207   \n \n390,370 \n6.200%, Due 4/22/2033\n  \n \n891,899   \n \n962,037   \n \n891,277   \n \n907,965 \n3.500%, Due 6/1/2034\n  \n \n521,549   \n \n536,319   \n \n504,695   \n \n452,934 \n6.250%, Due 8/15/2042\n  \n \n239,457   \n \n263,270   \n \n239,176   \n \n251,480 \n5.000%, Due 6/15/2044\n  \n \n489,975   \n \n464,560   \n \n489,704   \n \n441,355 \n4.450%, Due 7/15/2045\n  \n \n344,691   \n \n297,486   \n \n344,549   \n \n287,242 \n4.000%, Due 10/2/2047\n  \n \n291,149   \n \n233,685   \n \n290,935   \n \n227,946 \n3.500%, Due 9/10/2049\n  \n \n392,436   \n \n294,608   \n \n392,259   \n \n275,588 \n2.800%, Due 9/30/2050\n  \n \n394,103   \n \n252,008   \n \n393,958   \n \n237,552 \n2.850%, Due 8/5/2051\n  \n \n543,317   \n \n352,457   \n \n543,162   \n \n323,527 \n3.200%, Due 1/30/2052\n  \n \n987,401   \n \n696,740   \n \n987,131   \n \n646,880 \n  \n  \n  \n  \n  \n 10,576,988   \n \n9,241,677   \n 10,899,584   \n \n9,018,356 \nOther\n  \n  \n  \n  \nSecured Borrowing, Due 10/27/2033\n  \n \n19,949   \n \n19,949   \n \n—   \n \n— \nSecured Borrowing, Due 1/29/2035\n  \n \n20,000   \n \n20,000   \n \n—   \n \n— \n  \n  \n  \n  \n  \n 10,616,937   \n \n9,281,626   \n 10,899,584   \n \n9,018,356 \n  \n  \n  \n  \nBorrowings of Consolidated Blackstone Funds\n  \n  \n  \n  \nBlackstone Fund Facilities\n  \n \n—   \n \n—   \n \n1,450,000   \n \n1,450,000 \nCLO Notes Payable\n  \n \n687,122   \n \n687,122   \n \n—   \n \n— \n  \n  \n  \n  \n  \n \n687,122   \n \n687,122   \n \n1,450,000   \n \n1,450,000 \n  \n  \n  \n  \n  \n$ 11,304,059   \n$\n9,968,748   \n$ 12,349,584   \n$ 10,468,356 \n  \n  \n  \n  \n \n(a)\nFair value is determined by broker quote and these notes would be classified as Level II within the fair value hierarchy.\n \n203 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nScheduled principal payments for borrowings at December 31, 2023 were as follows:\n \n \n  \nBlackstone\nOperating\nBorrowings   \nBorrowings of\nConsolidated\nBlackstone Funds  \nTotal\nBorrowings\n2024\n  \n$\n17   \n$\n—   \n$\n17 \n2025\n  \n \n339,393   \n \n—   \n \n339,393 \n2026\n  \n \n668,387   \n \n—   \n \n668,387 \n2027\n  \n \n911,572   \n \n—   \n \n911,572 \n2028\n  \n \n664,090   \n \n—   \n \n664,090 \nThereafter\n  \n 8,164,290   \n \n858,133   \n 9,022,423 \n  \n  \n  \n  \n$10,747,749   \n$\n858,133   \n$11,605,882 \n  \n  \n  \n14. Leases\nBlackstone enters into non-cancelable lease and sublease agreements primarily for office space, which expire on various dates through 2043. Occupancy lease\nagreements, in addition to base rentals, generally are subject to escalation provisions based on certain costs incurred by the landlord, and are recognized on a straight-line basis\nover the term of the lease agreement. Rent expense includes base contractual rent and variable costs such as building expenses, utilities, taxes and insurance. At\nDecember 31, 2023 and 2022, Blackstone maintained irrevocable standby letters of credit and cash deposits as security for the leases of $14.7 million and $12.3 million,\nrespectively. As of December 31, 2023, the weighted-average remaining lease term was 6.0 years, and the weighted-average discount rate was 1.8%.\nThe components of lease expense were as follows: \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nOperating Lease Cost\n  \n  \n  \nStraight-Line Lease Cost (a)\n  \n$ 160,534   \n$ 139,740   \n$ 115,875 \nVariable Lease Cost (b)\n  \n \n15,268   \n \n12,072   \n \n10,959 \nSublease Income\n  \n \n(63)   \n \n(888)   \n \n(1,695) \n  \n  \n  \n  \n$ 175,739   \n$ 150,924   \n$ 125,139 \n  \n  \n  \n \n(a)\nStraight-line lease cost includes short-term leases, which are immaterial.\n(b)\nVariable lease cost approximates variable lease cash payments.\nSupplemental cash flow information related to leases were as follows:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nOperating Cash Flows for Operating Lease Liabilities\n  \n$ 127,183   \n$ 107,249   \n$\n96,007 \nNon-Cash Right-of-Use Assets Obtained in Exchange for New Operating Lease Liabilities\n  \n$ 117,155   \n$ 278,010   \n$ 352,298 \n \n204 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table shows the undiscounted cash flows on an annual basis for Operating Lease Liabilities as of December 31, 2023:\n \n2024\n  \n$\n163,003 \n2025\n  \n \n180,732 \n2026\n  \n \n179,046 \n2027\n  \n \n175,916 \n2028\n  \n \n169,824 \nThereafter\n  \n \n180,540 \n  \nTotal Lease Payments (a)\n  \n 1,049,061 \nLess: Imputed Interest\n  \n \n(59,238) \n  \nPresent Value of Operating Lease Liabilities\n  \n$\n989,823 \n  \n \n(a)\nExcludes signed leases that have not yet commenced.\n15. Income Taxes\nThe Income Before Provision for Taxes consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nIncome Before Provision (Benefit) for Taxes\n  \n  \n  \nU.S. Domestic Income\n  \n$\n2,577,184   \n$\n3,023,588   \n$ 13,275,132 \nForeign Income\n  \n \n380,530   \n \n438,201   \n \n284,264 \n  \n  \n  \n  \n$\n2,957,714   \n$\n3,461,789   \n$ 13,559,396 \n  \n  \n  \nThe Provision for Taxes consists of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nCurrent\n  \n  \n  \nFederal Income Tax\n  \n$\n362,144   \n$\n503,075   \n$\n507,648 \nForeign Income Tax\n  \n \n112,861   \n \n75,859   \n \n55,376 \nState and Local Income Tax\n  \n \n186,851   \n \n255,421   \n \n156,735 \n  \n  \n  \n  \n \n661,856   \n \n834,355   \n \n719,759 \n  \n  \n  \nDeferred\n  \n  \n  \nFederal Income Tax\n  \n \n(94,732)   \n \n(312,961)   \n \n373,223 \nForeign Income Tax\n  \n \n(7,020)   \n \n(3,048)   \n \n(2,654) \nState and Local Income Tax\n  \n \n(46,643)   \n \n(45,466)   \n \n94,073 \n  \n  \n  \n  \n \n(148,395)   \n \n(361,475)   \n \n464,642 \n  \n  \n  \nProvision for Taxes\n  \n$\n 513,461   \n$\n 472,880   \n$  1,184,401 \n  \n  \n  \n \n205 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe following table summarizes Blackstone’s tax position:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nIncome Before Provision for Taxes\n  $\n2,957,714 \n $\n3,461,789 \n $ 13,559,396 \nProvision for Taxes\n  $\n513,461 \n $\n472,880 \n $\n1,184,401 \nEffective Income Tax Rate\n   \n17.4%   \n13.7%   \n8.7% \nThe following table reconciles the effective income tax rate to the U.S. federal statutory tax rate:\n \n \n  \n \n \n \n \n \n \n2023\n \n2022\n \n  \nYear Ended December 31,\n \nvs.\n \nvs.\n \n  \n2023\n \n2022\n \n2021\n \n2022\n \n2021\nStatutory U.S. Federal Income Tax Rate\n  \n \n21.0%  \n \n21.0%  \n \n21.0%  \n \n— \n \n \n— \nIncome Passed Through to Non-Controlling Interest Holders\n  \n \n-8.2%  \n \n-8.1%  \n \n-10.2%  \n \n-0.1%  \n \n2.1% \nState and Local Income Taxes\n  \n \n4.3%  \n \n6.0%  \n \n2.1%  \n \n-1.7%  \n \n3.9% \nChange in Valuation Allowance\n  \n \n— \n \n \n— \n \n \n-4.1%  \n \n— \n \n \n4.1% \nBasis Adjustment (a)\n  \n \n— \n \n \n-4.6%  \n \n— \n \n \n4.6%  \n \n-4.6% \nOther\n  \n \n0.3%  \n \n-0.6%  \n \n-0.1%  \n \n0.9%  \n \n-0.5% \n  \nEffective Income Tax Rate\n  \n \n17.4%  \n \n13.7%  \n \n8.7%  \n \n3.7%  \n \n5.0% \n  \n \n(a)\nRepresents the impact of the out-of-period adjustment made during the year ended December 31, 2022 to revise the book investment basis used to calculate deferred tax\nassets and the deferred tax provision.\nDeferred income taxes reflect the net tax effects of temporary differences that may exist between the carrying amounts of assets and liabilities for financial reporting\npurposes and the amounts used for income tax purposes using enacted tax rates in effect for the year in which the differences are expected to reverse. A summary of the tax\neffects of the temporary differences is as follows:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nDeferred Tax Assets\n  \n  \nInvestment Basis Differences/Net Unrealized Gains and Losses\n  \n$ 2,210,974   \n$ 2,031,002 \nOther\n  \n \n120,420   \n \n31,720 \n  \n  \nTotal Deferred Tax Assets\n  \n 2,331,394   \n \n2,062,722 \n  \n  \nDeferred Tax Liabilities\n  \n  \nInvestment Basis Differences/Net Unrealized Gains and Losses\n  \n \n18,333   \n \n15,409 \nOther\n  \n \n2,163   \n \n31,498 \n  \n  \nTotal Deferred Tax Liabilities\n  \n \n20,496   \n \n46,907 \n  \n  \nNet Deferred Tax Assets\n  \n$ 2,310,898   \n$ 2,015,815 \n  \n  \nThe net increase in the deferred tax asset for the year ended December 31, 2023, compared to the year ended December 31, 2022, is primarily due to recognition of\nadditional tax basis in certain assets and recording corresponding deferred tax benefits related to quarterly exchanges of Blackstone Holdings Partnership units for common\nshares of Blackstone Inc. Realization of deferred tax assets depends on the expectation and character of future taxable income. In addition, Blackstone has no significant net\noperating losses carryforward at December 31, 2023.\n \n206 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn evaluating the ability to realize deferred tax assets, Blackstone among other things, considers projections of taxable income (including character of such income),\nbeginning with historic results and incorporating assumptions of the amount of future pretax operating income. These assumptions about future taxable income require significant\njudgment and are consistent with the plans and estimates that Blackstone uses to manage its business. To the extent any portion of the deferred tax assets are not considered to\nbe more likely than not to be realized, valuation allowances are recorded.\nCurrently, Blackstone does not believe it meets the indefinite reversal criteria that would preclude Blackstone from recognizing a deferred tax liability with respect to its\nforeign subsidiaries. Therefore, if applicable Blackstone recorded a deferred tax liability for any outside basis difference of an investment in a foreign subsidiary.\nBlackstone files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, Blackstone is subject to examination\nby federal and certain state, local and foreign tax authorities. As of December 31, 2023, the most material jurisdictions where Blackstone entities are under active examination are\nNew York State and City. The following are the major filing jurisdictions and their respective earliest open period subject to examination:\n \nJurisdiction\n  \nYear\nFederal\n  \n \n2020 \nNew York City\n  \n \n2009 \nNew York State\n  \n \n2016 \nUnited Kingdom\n  \n \n2011 \nBlackstone’s unrecognized tax benefits, excluding related interest and penalties, were:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\n  \n2021\nUnrecognized Tax Benefits — January 1\n  \n$ 153,624   \n$\n47,501   \n$\n32,933 \nAdditions Based on Tax Positions Related to Current Year\n  \n \n19,807   \n \n—   \n \n— \nReductions for Tax Positions of Current Year\n  \n \n(19,737)   \n \n—   \n \n— \nAdditions for Tax Positions of Prior Years\n  \n \n57,081   \n \n106,059   \n \n14,557 \nExchange Rate Fluctuations\n  \n \n3   \n \n64   \n \n11 \n  \n  \n  \nUnrecognized Tax Benefits — December 31\n  \n$ 210,778   \n$ 153,624   \n$\n47,501 \n  \n  \n  \nIf recognized, the above tax benefits would reduce the annual effective rate. Blackstone believes the liability established for unrecognized tax benefits is adequate in relation\nto the potential for additional assessments. It is reasonably possible that significant changes in the balance of unrecognized tax benefits may occur during the twelve months\nsubsequent to December 31, 2023; however, it is not possible to estimate the expected change to the total unrecognized tax benefits and its impact on Blackstone’s effective tax\nrate during the twelve months subsequent to December 31, 2023.\nThe unrecognized tax benefits are recorded in Accounts Payable, Accrued Expenses and Other Liabilities in the Consolidated Statements of Financial Condition.\nDuring the years ended December 31, 2023, 2022 and 2021, Blackstone accrued no penalties and accrued interest expense related to unrecognized tax benefits of\n$22.8 million, $32.6 million and $1.5 million, respectively.\n \n207 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nOther Income — Change in Tax Receivable Agreement Liability\nIn 2023 and 2022, the $( 27.2) million and $22.3 million, respectively, Change in Tax Receivable Agreement Liability was primarily attributable to a change in our state tax\napportionment.\n16. Earnings Per Share and Stockholders’ Equity\nEarnings Per Share\nBasic and diluted net income per share of common stock for the years ended December 31, 2023, 2022 and 2021 was calculated as follows:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nNet Income for Per Share of Common Stock Calculations\n  \n  \n  \nNet Income Attributable to Blackstone Inc., Basic and Diluted\n  \n$\n1,390,880   \n$\n1,747,631   \n$\n5,857,397 \n  \n  \n  \nShares/Units Outstanding\n  \n  \n  \nWeighted-Average Shares of Common Stock Outstanding, Basic\n  \n \n755,204,556   \n \n740,664,038   \n \n719,766,879 \nWeighted-Average Shares of Unvested Deferred Restricted Common Stock (a)\n  \n \n215,380   \n \n278,361   \n \n358,164 \n  \n  \n  \nWeighted-Average Shares of Common Stock Outstanding, Diluted\n  \n \n755,419,936   \n \n740,942,399   \n \n720,125,043 \n  \n  \n  \nNet Income Per Share of Common Stock\n  \n  \n  \nBasic\n  \n$\n1.84   \n$\n2.36   \n$\n8.14 \n  \n  \n  \nDiluted\n  \n$\n1.84   \n$\n2.36   \n$\n8.13 \n  \n  \n  \nDividends Declared Per Share of Common Stock (b)\n  \n$\n3.32   \n$\n4.94   \n$\n3.57 \n  \n  \n  \n \n(a)\nFor the year ended December 31, 2023, this includes shares to be issued under the contingently issuable share model for an acquisition-related compensation arrangement.\n(b)\nDividends declared reflects the calendar date of the declaration for each distribution. The fourth quarter dividends, if any, for any fiscal year will be declared and paid in the\nsubsequent fiscal year.\nIn computing the dilutive effect that the exchange of Blackstone Holdings Partnership Units would have on Net Income Per Share of Common Stock, Blackstone considered\nthat net income available to holders of shares of common stock would increase due to the elimination of non-controlling interests in Blackstone Holdings, inclusive of any tax\nimpact. The hypothetical conversion may be dilutive to the extent there is activity at Blackstone Inc. level that has not previously been attributed to the non-controlling interests or\nif there is a change in tax rate as a result of a hypothetical conversion.\nThe following table summarizes the anti-dilutive securities for the periods indicated:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n  \n2022\n  \n2021\nWeighted-Average Blackstone Holdings Partnership Units\n   \n  460,897,953    \n  466,083,269    \n  486,157,205 \nStockholders’ Equity\nAs of December 31, 2023, Blackstone had  10 billion shares of preferred stock authorized with a par value of $ 0.00001  per share,  of which (a) 999,999,000 shares are\ndesignated as Series I preferred stock and (b) 1,000 shares are designated as Series II preferred stock. The remaining nine billion shares may be designated from time to time in\naccordance with Blackstone’s certificate of incorporation. There was one share of Series I preferred stock and one share of Series II preferred stock issued and outstanding as of\nDecember 31, 2023.\n \n208 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued \n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nUnder Blackstone’s certificate of incorporation and Delaware law, holders of Blackstone’s common stock are entitled to vote, together with holders of Blackstone’s Series I\npreferred stock, voting as a single class, on a number of significant matters, including certain sales, exchanges or other dispositions of all or substantially all of Blackstone’s\nassets, a merger, consolidation or other business combination, the removal of the Series II Preferred Stockholder and forced transfer by the Series II Preferred Stockholder of its\nshares of Series II preferred stock and the designation of a successor Series II Preferred Stockholder. The Series II Preferred Stockholder elects Blackstone’s directors. Holders\nof Blackstone’s Series I preferred stock and Series II preferred stock are not entitled to dividends from Blackstone, or receipt of any of Blackstone’s assets in the event of any\ndissolution, liquidation or winding up. Blackstone Partners L.L.C. is the sole holder of the Series I preferred stock and Blackstone Group Management L.L.C. is the sole holder of\nthe Series II preferred stock.\nShare Repurchase Program\nOn December 7, 2021, Blackstone’s board of directors authorized the repurchase of up to $ 2.0 billion of common stock and Blackstone Holdings Partnership Units. Under\nthe 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\nnumbers repurchased will depend on a variety of factors, including legal requirements, price and economic and market conditions. The repurchase program may be changed,\nsuspended or discontinued at any time and does not have a specified expiration date.\nDuring the year ended December 31, 2021, Blackstone repurchased 10.3 million shares of common stock at a total cost of $ 1.2 billion. During the year ended\nDecember 31, 2022, Blackstone repurchased 3.9 million shares of common stock at a total cost of $ 392.0 million. During the year ended December 31, 2023, Blackstone\nrepurchased 3.7 million shares of common stock at a total cost of $ 351.3 million. As of December 31, 2023, the amount remaining available for repurchases under the program\nwas $756.8 million.\nShares Eligible for Dividends and Distributions\nAs of December 31, 2023, the total shares of common stock and Blackstone Holdings Partnership Units entitled to participate in dividends and distributions were as follows:\n \n \n  \nShares/Units\nCommon Stock Outstanding\n  \n \n719,358,114 \nUnvested Participating Common Stock\n  \n \n38,680,985 \n  \nTotal Participating Common Stock\n  \n \n758,039,099 \nParticipating Blackstone Holdings Partnership Units\n  \n \n458,544,363 \n  \n  \n \n1,216,583,462 \n  \n \n17.\nEquity-Based Compensation\nBlackstone has granted equity-based compensation awards to Blackstone’s senior managing directors, non-partner professionals, non-professionals and selected external\nadvisers under Blackstone’s Amended and Restated 2007 Equity Incentive Plan (the “Equity Plan”). The Equity Plan allows for the granting of options, share appreciation rights\nor other share-based awards (shares, restricted shares, restricted shares of common stock, deferred restricted shares of common stock, phantom restricted shares of common\nstock or other share-based awards based in whole or in part on the fair value of shares of common stock or Blackstone Holdings Partnership Units) which may contain certain\nservice or performance requirements. As of January 1, 2023, Blackstone had the ability to grant 172,161,191 shares under the Equity Plan.\n \n209 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nFor the years ended December 31, 2023, 2022 and 2021 Blackstone recorded compensation expense of $ 987.5 million, $846.3 million, and $637.4 million, respectively, in\nrelation to its equity-based awards with corresponding tax benefits of $183.4 million, $135.9 million, and $84.3 million, respectively.\nAs of December 31, 2023, there was $ 2.3 billion of estimated unrecognized compensation expense related to unvested awards, including compensation with performance\nconditions where it is probable that the performance condition will be met. This cost is expected to be recognized over a weighted-average period of 3.4 years.\nTotal vested and unvested outstanding shares, including common stock, Blackstone Holdings Partnership Units and deferred restricted shares of common stock, were\n1,216,569,512 as of December 31, 2023. Total outstanding phantom shares were 91,648 as of December 31, 2023.\nA summary of the status of Blackstone’s unvested equity-based awards as of December 31, 2023 and of changes during the period January 1, 2023 through\nDecember 31, 2023 is presented below:\n \n \n  \nBlackstone Holdings\n  \nBlackstone Inc.\n \n  \n \n \n \n  \nEquity Settled Awards\n  \nCash Settled Awards\nUnvested Shares/Units\n  \nPartnership\nUnits\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\n  \nDeferred\nRestricted\nShares of\nCommon\nStock\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\n  \nPhantom\nShares\n \nWeighted-\nAverage\nGrant\nDate Fair\nValue\nBalance, December 31, 2022\n  \n 11,029,996  \n$\n38.02   \n 31,001,563  \n$\n82.94   \n \n48,886  \n$\n85.04 \nGranted\n  \n \n209,498  \n \n33.73   \n 15,590,890  \n \n85.21   \n \n69,267  \n \n93.20 \nVested\n  \n (6,305,456)  \n \n37.25   \n (9,179,271)  \n \n74.20   \n \n(13,840)  \n \n103.38 \nForfeited\n  \n \n(348,145)  \n \n38.30   \n \n(956,538)  \n \n87.22   \n \n(18,866)  \n \n68.63 \n  \n  \n  \nBalance, December 31, 2023\n  \n 4,585,893  \n$\n38.94   \n 36,456,644  \n$\n86.05   \n \n85,447  \n$\n114.50 \n  \n  \n  \nShares/Units Expected to Vest\nThe following unvested shares and units, after expected forfeitures, as of December 31, 2023, are expected to vest:\n \n \n  \nShares/Units   \nWeighted-Average\nService Period in\nYears\nBlackstone Holdings Partnership Units\n  \n 4,646,877   \n0.8\nDeferred Restricted Shares of Common Stock\n  \n 32,671,159   \n2.9\n  \n  \nTotal Equity-Based Awards\n  \n 37,318,036   \n2.6\n  \n  \nPhantom Shares\n  \n \n71,674   \n3.0\n  \n  \nDeferred Restricted Shares of Common Stock and Phantom Shares\nBlackstone has granted deferred restricted shares of common stock to certain senior and non-senior managing director professionals, analysts and senior finance and\nadministrative personnel and selected external advisers and phantom shares (cash settled equity-based awards) to other senior and non-senior managing director employees.\nHolders of deferred restricted shares of common stock and phantom shares are not entitled to any voting rights. Only phantom shares are to be settled in cash. Deferred\nrestricted shares of common stock where the number of shares have not been set are liability classified and excluded from the above tables.\n \n210\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nThe fair values of deferred restricted shares of common stock have been derived based on the closing price of common stock on the date of the grant, multiplied by the\nnumber of unvested awards and expensed over the assumed service period, which ranges from 1 to 5 years. Additionally, the calculation of the compensation expense assumes\nforfeiture rates based on historical turnover rates, ranging from 1.0% to 13.0% annually by employee class, and a per share discount, ranging from $ 1.46 to $21.53.\nThe phantom shares vest over the assumed service period, which ranges from 1 to 5 years. On each such vesting date, Blackstone delivered or will deliver cash to the\nholder in an amount equal to the number of phantom shares held multiplied by the then fair market value of Blackstone’s common stock on such date. Additionally, the calculation\nof the compensation expense assumes a forfeiture rate based on historical turnover rates, ranging from 6.7% to 13.0% annually by employee class. Blackstone is accounting for\nthese cash settled awards as a liability.\nBlackstone paid $1.7 million, $0.6 million and $1.1 million to employees in settlement of phantom shares for the years ended December 31, 2023, 2022 and 2021,\nrespectively.\nPerformance-Based Compensation\nDuring the year ended December 31, 2021, Blackstone issued performance-based compensation, the dollar value of which is based on the future achievement of\nestablished business performance conditions. The number of vested shares of common stock to be issued is variable based on the 30-day volume weighted-average price at the\nend of the performance period. Due to the nature of settlement, the performance-based compensation is classified as a liability. Compensation expense is recognized over the\nperformance period based upon the probable outcome of the performance condition. Due to the variable share settlement, the tables above exclude the impact of this\nperformance-based compensation, as the number of shares to be issued is based on the probability of achieving the performance condition and not yet set.\nBlackstone Holdings Partnership Units\nBlackstone has granted deferred restricted Blackstone Holdings Partnership Units to certain current and former senior managing directors. Holders of deferred restricted\nBlackstone Holdings Partnership Units are not entitled to any voting rights.\nThe fair values of deferred restricted Blackstone Holdings Partnership Units have been derived based on the closing price of Blackstone’s common units on the date of the\ngrant, multiplied by the number of unvested awards and expensed over the assumed service period, which ranges from 1 to 2 years. Additionally, the calculation of the\ncompensation expense assumes a forfeiture rate of 6.7%, based on historical experience.\n \n211\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n18. Related Party Transactions\nAffiliate Receivables and Payables\nDue from Affiliates and Due to Affiliates consisted of the following:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nDue from Affiliates\n  \n  \nManagement Fees, Performance Revenues, Reimbursable Expenses and Other Receivables from Non-Consolidated Entities and Portfolio\nCompanies\n  $\n3,638,948   $\n3,344,813 \nDue from Certain Non-Controlling Interest Holders and Blackstone Employees\n   \n720,743    \n741,319 \nAccrual for Potential Clawback of Previously Distributed Performance Allocations\n   \n106,830    \n60,575 \n  \n  \n  $\n4,466,521   $\n4,146,707 \n  \n  \n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nDue to Affiliates\n  \n  \nDue to Certain Non-Controlling Interest Holders in Connection with the Tax Receivable Agreements\n  $\n1,681,516   $\n1,602,933 \nDue to Non-Consolidated Entities\n   \n124,560    \n157,982 \nDue to Certain Non-Controlling Interest Holders and Blackstone Employees\n   \n305,816    \n198,875 \nAccrual for Potential Repayment of Previously Received Performance Allocations\n   \n281,518    \n158,691 \n  \n  \n  $\n2,393,410   $\n2,118,481 \n  \n  \nInterests of the Founder, Senior Managing Directors, Employees and Other Related Parties\nThe Founder, senior managing directors, employees and certain other related parties invest on a discretionary basis in the consolidated Blackstone Funds both directly and\nthrough consolidated entities. These investments generally are subject to preferential management fee and performance allocation or incentive fee arrangements. As of\nDecember 31, 2023 and 2022, such investments aggregated $1.7 billion and $1.6 billion, respectively. Their share of the Net Income Attributable to Redeemable Non-Controlling\nand Non-Controlling Interests in Consolidated Entities aggregated $87.8 million, $10.9 million and $471.5 million for the years ended December 31, 2023, 2022 and 2021,\nrespectively.\nContingent Repayment Guarantee\nBlackstone and its personnel who have received Performance Allocation distributions have guaranteed payment on a several basis (subject to a cap) to the carry funds of\nany clawback obligation with respect to the excess Performance Allocation allocated to the general partners of such funds and indirectly received thereby to the extent that either\nBlackstone or its personnel fails to fulfill its clawback obligation, if any. The Accrual for Potential Repayment of Previously Received Performance Allocations represents amounts\npreviously paid to Blackstone Holdings and non-controlling interest holders that would need to be repaid to the Blackstone Funds if the carry funds were to be liquidated based on\nthe fair value of their underlying investments as of December 31, 2023. See Note 19. “Commitments and Contingencies — Contingencies — Contingent Obligations (Clawback).”\n \n212 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nTax Receivable Agreements\nBlackstone used a portion of the proceeds from the IPO and other sales of shares to purchase interests in the predecessor businesses from the predecessor owners. In\naddition, holders of Blackstone Holdings Partnership Units may exchange their Blackstone Holdings Partnership Units for shares of Blackstone common stock on a one-for-one\nbasis. The purchase and subsequent exchanges are expected to result in increases in the tax basis of the tangible and intangible assets of Blackstone Holdings and therefore\nreduce the amount of tax that Blackstone would otherwise be required to pay in the future.\nBlackstone has entered into tax receivable agreements with each of the predecessor owners and additional tax receivable agreements have been executed, and will\ncontinue to be executed, with senior managing directors and others who acquire Blackstone Holdings Partnership Units. The agreements provide for the payment by the\ncorporate taxpayer to such owners of 85% of the amount of cash savings, if any, in U.S. federal, state and local income tax that the corporate taxpayers actually realize as a result\nof the aforementioned increases in tax basis and of certain other tax benefits related to entering into these tax receivable agreements. For purposes of the tax receivable\nagreements, cash savings in income tax will be computed by comparing the actual income tax liability of the corporate taxpayers to the amount of such taxes that the corporate\ntaxpayers would have been required to pay had there been no increase to the tax basis of the tangible and intangible assets of Blackstone Holdings as a result of the exchanges\nand had the corporate taxpayers not entered into the tax receivable agreements.\nAssuming no future material changes in the relevant tax law and that the corporate taxpayers earn sufficient taxable income to realize the full tax benefit of the increased\namortization of the assets, the expected future payments under the tax receivable agreements (which are taxable to the recipients) will aggregate $1.7 billion over the next\n15 years. The after-tax net present value of these estimated payments totals $ 522.6 million assuming a 15% discount rate and using Blackstone’s most recent projections relating\nto the estimated timing of the benefit to be received. Future payments under the tax receivable agreements in respect of subsequent exchanges would be in addition to these\namounts. The payments under the tax receivable agreements are not conditioned upon continued ownership of Blackstone equity interests by the pre-IPO owners and the others\nmentioned above. Subsequent to December 31, 2023, payments totaling $92.4 million were made to certain pre-IPO owners and others mentioned above in accordance with the\ntax receivable agreement and related to tax benefits Blackstone received for the 2022 taxable year.\nAmounts related to the deferred tax asset resulting from the increase in tax basis from the exchange of Blackstone Holdings Partnership Units to shares of Blackstone\ncommon stock, the resulting remeasurement of net deferred tax assets at the Blackstone ownership percentage at the balance sheet date, the due to affiliates for the future\npayments resulting from the tax receivable agreements and resulting adjustment to partners’ capital are included as Acquisition of Ownership Interests from Non-Controlling\nInterest Holders in the Supplemental Disclosure of Non-Cash Investing and Financing Activities in the Consolidated Statements of Cash Flows.\nOther\nBlackstone does business with and on behalf of some of its Portfolio Companies; all such arrangements are on a negotiated basis.\nAdditionally, please see Note 19. “Commitments and Contingencies — Contingencies — Guarantees” for information regarding guarantees provided to a lending institution\nfor certain loans held by employees.\n \n213\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n19. Commitments and Contingencies\nCommitments\nInvestment Commitments\nBlackstone had $5.0 billion of investment commitments as of December 31, 2023 representing general partner capital funding commitments to the Blackstone Funds, limited\npartner capital funding to other funds and Blackstone principal investment commitments, including loan commitments. The consolidated Blackstone Funds had signed investment\ncommitments of $364.4 million as of December 31, 2023 which includes $ 210.6 million of signed investment commitments for portfolio company acquisitions in the process of\nclosing.\nRegulated Entities\nCertain U.S. and non-U.S. entities are subject to various investment adviser and other financial regulatory rules and requirements that may include minimum net capital\nrequirements. These entities have continuously operated in excess of these requirements. This includes a number of U.S. entities that are registered as investment advisers with\nthe SEC.\nThese regulatory capital requirements may restrict Blackstone’s ability to withdraw capital from its entities. At December 31, 2023, $ 106.6 million of net assets of\nconsolidated entities may be restricted as to the payment of cash dividends and advances to Blackstone.\nContingencies\nGuarantees\nCertain of Blackstone’s consolidated real estate funds guarantee payments to third parties in connection with the ongoing business activities and/or acquisitions of their\nPortfolio Companies. There is no direct recourse to Blackstone to fulfill such obligations. To the extent that underlying funds are required to fulfill guarantee obligations,\nBlackstone’s invested capital in such funds is at risk. Total investments at risk in respect of guarantees extended by consolidated real estate funds was $27.9 million as of\nDecember 31, 2023.\nThe Blackstone Holdings Partnerships provided guarantees to a lending institution for certain loans held by employees either for investment in Blackstone Funds or for\nmembers’ capital contributions to The Blackstone Group International Partners LLP. The amount guaranteed as of December 31, 2023 was $79.8 million.\n \n214 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nStrategic Venture\nIn December 2022 and January 2023, Blackstone entered into long‐term strategic ventures (“UC strategic ventures”) with the Regents of the University of California (“UC\nInvestments”), an institutional investor that subscribed for $4.5 billion of Blackstone Real Estate Income Trust, Inc. (“BREIT”) Class I shares during the three months ended\nMarch 31, 2023. The UC strategic ventures provide  a waterfall structure with UC Investments receiving an 11.25% target annualized net return on its $ 4.5 billion investment in\nBREIT shares and upside from its investment. This target return, while not guaranteed, is supported by a pledge by Blackstone of $1.1 billion of its holdings in BREIT as of the\nsubscription dates, including any appreciation or dividends received by Blackstone in respect thereof. Pursuant to the  UC strategic ventures, Blackstone is entitled to receive an\nincremental 5% cash payment from UC Investments on any returns received in excess of the target return. An asset or liability is recognized based on fair value with the\nmaximum potential future obligation capped at the fair value of the assets pledged by Blackstone in connection with the above arrangements. As of December 31, 2023, the fair\nvalue of the assets pledged was $1.1 billion and the total liability recognized was $ 564.0 million.\nLitigation\nBlackstone may from time to time be involved in litigation and claims incidental to the conduct of its business. Blackstone’s businesses are also subject to extensive\nregulation, which may result in regulatory proceedings against Blackstone.\nBlackstone accrues a liability for legal proceedings only when those matters present loss contingencies that are both probable and reasonably estimable. In such cases,\nthere may be an exposure to loss in excess of any amounts accrued. Although there can be no assurance of the outcome of such legal actions, based on information known by\nmanagement, Blackstone does not have a potential liability related to any current legal proceeding or claim that would individually or in the aggregate materially affect its results\nof operations, financial position or cash flows.\nIn December 2017, eight pension plan members of the Kentucky Retirement System (“KRS”) filed a derivative lawsuit on behalf of KRS in the Franklin County Circuit Court\nof the Commonwealth of Kentucky (the “Mayberry Action”). The Mayberry Action alleged various breaches of fiduciary duty and other violations of Kentucky state law in\nconnection with KRS’s investment in three hedge funds of funds, including a fund managed by Blackstone Alternative Asset Management L.P. (“BLP”). The suit named more than\n30 defendants, including, among others, The Blackstone Group L.P. (now Blackstone Inc.); BLP; Stephen A. Schwarzman, as Chairman and CEO of Blackstone; and J. Tomilson\nHill, as then-CEO of BLP (collectively, the “Blackstone Defendants”). In July 2020, the Kentucky Supreme Court directed the Circuit Court to dismiss the action due to the plaintiffs’\nlack of standing.\nOver the objection of the Blackstone Defendants and others, in December 2020, the Circuit Court permitted the Attorney General of the Commonwealth of Kentucky (the\n“AG”) to intervene in the Mayberry Action. In December 2022, the Mayberry Action was stayed pending resolution of an interlocutory appeal in which the Blackstone Defendants\nand others argued that the Circuit Court did not have jurisdiction to continue the Mayberry Action after the ruling of the Kentucky Supreme Court. In April 2023, the Kentucky\nCourt of Appeals agreed with the defendants’ position, holding that the Circuit Court exceeded its authority in permitting the AG’s intervention despite the Kentucky Supreme\nCourt’s instruction to dismiss. Accordingly, the Kentucky Court of Appeals vacated all orders entered by the Circuit Court other than the order dismissing the original derivative\ncomplaint in the Mayberry Action. In July 2023, the AG filed a motion for discretionary review of the Court of Appeals’ decision by the Kentucky Supreme Court, which was denied\non January 10, 2024. Additionally, around the time the AG moved to intervene in 2020, the AG separately filed an additional back-up complaint asserting substantially identical\nclaims against largely the same defendants as the Mayberry Action, including Stephen A. Schwarzman, J. Tomilson Hill and Blackstone Inc. (the “July 2020 Action”). The AG did\nnot pursue the July 2020 Action until August 2023,\n \n215 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nwhen the AG served a substantially identical amended complaint which, in September 2023, the named defendants moved to dismiss. Concurrently, out of an abundance of\ncaution, BLP filed a motion to dismiss and a motion to strike references to BLP as a purported defendant, even though the July 2020 Action, as amended, did not name BLP as a\ndefendant. The AG then added BLP as a party on November 20, 2023, and BLP subsequently filed a motion to dismiss on December 21, 2023. We believe that the July 2020\nAction—initiated some nine years after BLP was engaged by KRS—is even more clearly barred by the statute of limitations than the Mayberry Action.\nIn August 2022, KRS was ordered to disclose, and in September 2022, did disclose, a report prepared in 2021 by a law firm retained by KRS to conduct an investigation into\nthe investment activities underlying the lawsuit. According to the report, the investigators “did not find any violations of fiduciary duty or illegal activity by [BLP]” related to KRS’s\ndue diligence and retention of BLP or KRS’s continued investment with BLP. The report quotes contemporaneous communications by KRS staff during the period of the\ninvestment recognizing that BLP was exceeding KRS’s returns benchmark, that BLP was providing KRS with “far fewer negative months than any liquid market comparable,” and\nthat BLP “[h]as killed it.”\nIn January 2021, certain former plaintiffs in the Mayberry Action filed a separate action (“Taylor I”) against the Blackstone Defendants and other defendants named in the\nMayberry Action, asserting allegations substantially similar to those in the Mayberry Action, and in July 2021 they amended their complaint to add class action allegations.\nDefendants removed Taylor I to the U.S. District Court for the Eastern District of Kentucky, and in March 2022, the District Court stayed Taylor I pending the resolution of the AG’s\nsuit.\nIn August 2021, a group of KRS members—including those that filed Taylor I—filed a new action in Franklin County Circuit Court (“Taylor II”), against the Blackstone\nDefendants, other defendants named in the Mayberry Action, and other KRS officials. The filed complaint is substantially similar to that filed in Taylor I and the Mayberry Action.\nMotions to dismiss are pending. The Blackstone Defendants believe they have strong defenses on statute of limitations grounds, among others, to both Taylor I and Taylor II.\nIn May 2022, the presiding judge recused himself from the Mayberry Action and Taylor II, and the cases were reassigned to another judge in the Franklin County Circuit\nCourt.\nIn April 2021, the AG filed an action (the “Declaratory Judgment Action”) against BLP and the other fund manager defendants from the Mayberry Action in Franklin County\nCircuit Court. The action sought to have certain provisions in the subscription agreements between KRS and the fund managers declared to be in violation of the Kentucky\nConstitution. In March 2022, the Circuit Court granted summary judgment to the AG and the Court of Appeals affirmed on December 1, 2023. On February 5, 2024, BLP’s petition\nfor rehearing before the Court of Appeals was denied. BLP’s motion for discretionary review of the Court of Appeals’ decision by the Kentucky Supreme Court is due March 6,\n2024.\nBlackstone continues to believe that the preceding lawsuits against Blackstone are totally without merit and intends to defend them vigorously.\nIn July 2021, BLP filed a breach of contract action against defendants affiliated with KRS alleging that the Mayberry Action and the Declaratory Judgment Action breach the\nparties’ subscription agreements governing KRS’s investment with BLP. The action seeks damages, including legal fees and expenses incurred in defending against the above\nactions. In April 2022, the Circuit Court dismissed BLP’s complaint without prejudice to refiling, on the grounds that the action was not yet ripe for adjudication. In May 2023, the\nCourt of Appeals affirmed the Circuit Court’s dismissal, without prejudice, of BLP’s complaint on ripeness grounds. In August 2023, BLP filed a motion with the Kentucky\nSupreme Court for discretionary review, which was granted on February 7, 2024.\nIn October 2022, as part of a sweep of private equity and other investment advisory firms, the SEC sent us a request for information relating to the retention of certain types\nof electronic business communications, including text messages, that may be required to be preserved under certain SEC rules. We are cooperating with the SEC’s inquiry.\n \n216 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nContingent Obligations (Clawback)\nPerformance Allocations are subject to clawback to the extent that the Performance Allocations received to date with respect to a fund exceeds the amount due to\nBlackstone based on cumulative results of that fund. The actual clawback liability, however, generally does not become realized until the end of a fund’s life except for certain\nBlackstone funds, which may have an interim clawback liability. The lives of the carry funds, including available contemplated extensions, for which a liability for potential\nclawback obligations has been recorded for financial reporting purposes, are currently anticipated to expire at various points through 2032. Further extensions of such terms may\nbe implemented under given circumstances.\nFor financial reporting purposes, when applicable, the general partners record a liability for potential clawback obligations to the limited partners of some of the carry funds\ndue to changes in the unrealized value of a fund’s remaining investments and where the fund’s general partner has previously received Performance Allocation distributions with\nrespect to such fund’s realized investments.\nThe following table presents the clawback obligations by segment:\n \n \n  \nDecember 31,\n \n  \n2023\n  \n2022\nSegment\n  \nBlackstone\nHoldings\n  \nCurrent and\nFormer\nPersonnel (a)   \nTotal (b)\n  \nBlackstone\nHoldings\n  \nCurrent and\nFormer\nPersonnel (a)   \nTotal (b)\nReal Estate\n  \n$\n145,435   \n$\n90,337   \n$\n235,772   \n$\n78,644   \n$\n51,771   \n$\n130,415 \nPrivate Equity\n  \n \n29,046   \n \n16,231   \n \n45,277   \n \n19,279   \n \n8,569   \n \n27,848 \nCredit & Insurance\n  \n \n207   \n \n262   \n \n469   \n \n223   \n \n205   \n \n428 \n  \n  \n  \n  \n  \n  \n  \n$\n174,688   \n$\n106,830   \n$\n281,518   \n$\n98,146   \n$\n60,545   \n$\n158,691 \n  \n  \n  \n  \n  \n  \n \n(a)\nThe split of clawback between Blackstone Holdings and Current and Former Personnel is based on the performance of individual investments held by a fund rather than on\na fund by fund basis.\n(b)\nTotal is a component of Due to Affiliates. See Note 18. “Related Party Transactions — Affiliate Receivables and Payables — Due to Affiliates.”\nDuring the year ended December 31, 2023, the Blackstone general partners paid a cash clawback obligation of $ 14.3 million, primarily related to funds in the Private\nEquity and Real Estate segments of which $9.3 million was paid by Blackstone Holdings and $ 5.0 million by current and former Blackstone personnel.\nFor Private Equity, Real Estate, and certain Credit & Insurance Funds, a portion of the Performance Allocations paid to current and former Blackstone personnel is held in\nsegregated accounts in the event of a cash clawback obligation. These segregated accounts are not included in the Consolidated Financial Statements of Blackstone, except to\nthe extent a portion of the assets held in the segregated accounts may be allocated to a consolidated Blackstone fund of hedge funds. At December 31, 2023, $1.1 billion was\nheld in segregated accounts for the purpose of meeting any clawback obligations of current and former personnel if such payments are required. \n \n217 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nIn the Credit & Insurance segment, payment of Performance Allocations to Blackstone by the majority of the stressed/distressed, mezzanine and credit alpha strategies\nfunds are substantially deferred under the terms of the partnership agreements. This deferral mitigates the need to hold funds in segregated accounts in the event of a cash\nclawback obligation.\nIf, at December 31, 2023, all of the investments held by Blackstone’s carry funds were deemed worthless, a possibility that management views as remote, the amount of\nPerformance Allocations subject to potential clawback would be $6.4 billion, on an after-tax basis where applicable, of which Blackstone Holdings is potentially liable for\n$6.0 billion if current and former Blackstone personnel default on their share of the liability, a possibility that management also views as remote.\n20. Segment Reporting\nBlackstone conducts its alternative asset management businesses through four segments:\n \n \n•\n \nReal Estate – Blackstone’s Real Estate segment primarily comprises its management of opportunistic real estate funds, Core+ real estate funds, and real estate\ndebt strategies.\n•\n \nPrivate Equity – Blackstone’s Private Equity segment includes its management of flagship Corporate Private Equity funds, sector and geographically-focused\nCorporate Private Equity funds, core private equity funds, an opportunistic investment platform, a secondary fund of funds business, infrastructure-focused funds, a\nlife sciences investment platform, a growth equity investment platform, an investment platform offering eligible individual investors access to Blackstone’s private\nequity capabilities, a multi-asset investment program for eligible high-net-worth investors and a capital markets services business.\n \n•\n \nCredit & Insurance – Blackstone’s Credit & Insurance segment consists principally of Blackstone Credit & Insurance, which is organized into three overarching\nstrategies: private corporate credit, liquid corporate credit and infrastructure and asset based credit. In addition, the segment includes our insurer-focused platform\nand a publicly traded energy infrastructure, renewables and master limited partnership investment platform.\n \n•\n \nHedge Fund Solutions – The largest component of Blackstone’s Hedge Fund Solutions segment is Blackstone Alternative Asset Management, which manages a\nbroad range of commingled and customized fund solutions. The segment also includes a GP Stakes business and investment platforms that invest directly, as well\nas investment platforms that seed new hedge fund businesses and create alternative solutions through daily liquidity products.\nThese business segments are differentiated by their various investment strategies. Each of the segments primarily earns its income from management fees and investment\nreturns on assets under management.\nSegment Distributable Earnings is Blackstone’s segment profitability measure used to make operating decisions and assess performance across Blackstone’s four\nsegments.\nSegment Distributable Earnings represents the net realized earnings of Blackstone’s segments and is the sum of Fee Related Earnings and Net Realizations for each\nsegment. Blackstone’s segments are presented on a basis that deconsolidates Blackstone Funds, eliminates non-controlling ownership interests in Blackstone’s consolidated\noperating partnerships, removes the amortization of intangible assets and removes Transaction-Related and Non-Recurring Items. Transaction-Related and Non-Recurring Items\narise from corporate actions including acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any. They consist primarily\nof equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable Agreement resulting from a\nchange 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-\nto-period comparability and are not reflective of Blackstone’s operational performance. \n \n218 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nF or segment reporting purposes, Segment Distributable Earnings is presented along with its major components, Fee Related Earnings and Net Realizations. Fee Related\nEarnings is used to assess Blackstone’s ability to generate profits from revenues that are measured and received on a recurring basis and not subject to future realization events.\nNet Realizations is the sum of Realized Principal Investment Income and Realized Performance Revenues less Realized Performance Compensation. Performance Allocations\nand Incentive Fees are presented together and referred to collectively as Performance Revenues or Performance Compensation.\nGeographic Information\nBlackstone conducts its business primarily in the United States with domestically generated revenues making up 70%, 77% and 65% of total GAAP revenues for the years\nended December 31, 2023, 2022 and 2021, respectively. The table below presents the percentage of total GAAP revenues generated by Blackstone by geographic region .\nRevenues attributed to a geographic region are generally based on the geography of investments held by Blackstone and Blackstone Funds. The geography of an investment is\ngenerally the country of domicile for an asset or where a portfolio company is headquartered.\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nAmericas\n  \n \n78%  \n \n83%  \n \n71% \nEurope, Middle East and Africa\n  \n \n15%  \n \n15%  \n \n18% \nAsia-Pacific\n  \n \n7%  \n \n2%  \n \n11% \n  \n  \n \n100%  \n \n100%  \n \n100% \n  \nBlackstone’s long-lived assets are comprised of Right-of-Use Assets and Furniture, Equipment and Leasehold Improvements, Net. As of December 31, 2023 and 2022,\nBlackstone held long-lived assets in the United States of $1.1 billion and $1.0 billion, respectively. As of December 31, 2023, Blackstone held long-lived assets in the United\nKingdom of $141.7 million. No individual foreign country constituted more than 10% of Blackstone’s total long-lived assets as of December 31, 2022.\nMajor Customer Information\nFor the year ended December 31, 2023, BREIT accounted for $ 839.9 million of Blackstone’s Management and Advisory Fees, Net. For the year ended December 31, 2023,\nBlackstone Private Credit Fund (“BCRED”) accounted for an aggregate of $762.6 million of Management and Advisory Fees, Net and Incentive Fees. For the year ended\nDecember 31, 2022, BREIT accounted for $841.3 million of Blackstone’s Management and Advisory Fees, Net. No individual customer constituted more than 10% of Blackstone’s\nManagement and Advisory Fees, Net and Incentive Fees for the year ended December 31, 2021. BREIT and BCRED are vehicles in Blackstone’s Real Estate segment and\nCredit & Insurance segment, respectively. Generally, for purposes of major customer analysis, Blackstone identifies the customer as the investors in its managed investment\nvehicles. For certain widely held vehicles like BREIT and BCRED, however, the investment vehicle is determined to be the customer. Blackstone evaluates the major customer\ndisclosure in the context of its revenue streams as determined under the GAAP guidance for contracts with customers which includes Management and Advisory Fees, Net and\nIncentive Fees.\n \n219 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nSegment Presentation\nThe following tables present the financial data for Blackstone’s four segments as of December 31, 2023 and 2022, and for the years ended December 31, 2023, 2022 and\n2021.\n \n \n  \nDecember 31, 2023 and the Year Then Ended\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit & \nInsurance\n \nHedge Fund \nSolutions\n \nTotal Segments\nManagement and Advisory Fees, Net\n  \n \n \n \n \nBase Management Fees\n  $\n2,794,232  $\n1,807,906  $\n1,335,408  $\n528,301  $\n6,465,847 \nTransaction, Advisory and Other Fees, Net\n   \n78,483   \n105,640   \n44,560   \n7,209   \n235,892 \nManagement Fee Offsets\n   \n(29,357)   \n(5,182)   \n(3,907)   \n(49)   \n(38,495) \n  \nTotal Management and Advisory Fees, Net\n   \n2,843,358   \n1,908,364   \n1,376,061   \n535,461   \n6,663,244 \nFee Related Performance Revenues\n   \n294,240   \n—   \n564,287   \n—   \n858,527 \nFee Related Compensation\n   \n(675,880)   \n(595,669)   \n(640,190)   \n(176,371)   \n(2,088,110) \nOther Operating Expenses\n   \n(325,050)   \n(316,741)   \n(327,734)   \n(114,808)   \n(1,084,333) \n  \nFee Related Earnings\n   \n2,136,668   \n995,954   \n972,424   \n244,282   \n4,349,328 \n  \nRealized Performance Revenues\n   \n244,358   \n1,268,483   \n317,760   \n230,501   \n2,061,102 \nRealized Performance Compensation\n   \n(123,299)   \n(558,645)   \n(140,490)   \n(73,583)   \n(896,017) \nRealized Principal Investment Income\n   \n7,628   \n67,133   \n21,897   \n14,274   \n110,932 \n  \nTotal Net Realizations\n   \n128,687   \n776,971   \n199,167   \n171,192   \n1,276,017 \n  \nTotal Segment Distributable Earnings\n  $\n2,265,355  $\n1,772,925  $\n1,171,591  $\n415,474  $\n5,625,345 \n  \nSegment Assets\n  $ 13,016,980  $ 13,914,844  $\n6,919,377  $\n2,592,710  $ 36,443,911 \n  \n \n220 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nDecember 31, 2022 and the Year Then Ended\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit & \nInsurance\n \nHedge Fund \nSolutions\n \nTotal Segments\nManagement and Advisory Fees, Net\n  \n \n \n \n \nBase Management Fees\n  $\n2,462,179  $\n1,786,923  $\n1,230,710  $\n565,226  $\n6,045,038 \nTransaction, Advisory and Other Fees, Net\n   \n171,424   \n97,876   \n34,624   \n6,193   \n310,117 \nManagement Fee Offsets\n   \n(10,538)   \n(56,062)   \n(5,432)   \n(177)   \n(72,209) \n  \nTotal Management and Advisory Fees, Net\n   \n2,623,065   \n1,828,737   \n1,259,902   \n571,242   \n6,282,946 \nFee Related Performance Revenues\n   \n1,075,424   \n(648)   \n374,721   \n—   \n1,449,497 \nFee Related Compensation\n   \n(1,039,125)   \n(575,194)   \n(529,784)   \n(186,672)   \n(2,330,775) \nOther Operating Expenses\n   \n(315,331)   \n(304,177)   \n(264,181)   \n(105,334)   \n(989,023) \n  \nFee Related Earnings\n   \n2,344,033   \n948,718   \n840,658   \n279,236   \n4,412,645 \n  \nRealized Performance Revenues\n   \n2,985,713   \n1,191,028   \n147,413   \n137,184   \n4,461,338 \nRealized Performance Compensation\n   \n(1,168,045)   \n(544,229)   \n(63,846)   \n(37,977)   \n(1,814,097) \nRealized Principal Investment Income\n   \n150,790   \n139,767   \n80,993   \n24,706   \n396,256 \n  \nTotal Net Realizations\n   \n1,968,458   \n786,566   \n164,560   \n123,913   \n3,043,497 \n  \nTotal Segment Distributable Earnings\n  $\n4,312,491  $\n1,735,284  $\n1,005,218  $\n403,149  $\n7,456,142 \n  \nSegment Assets\n  $ 14,637,693  $ 14,142,313  $\n6,346,001  $\n2,821,753  $ 37,947,760 \n  \n \n \n  \nYear Ended December 31, 2021\n \n  \nReal \nEstate\n \nPrivate Equity  \nCredit & \nInsurance\n \nHedge Fund \nSolutions\n \nTotal Segments\nManagement and Advisory Fees, Net\n  \n \n \n \n \nBase Management Fees\n  $\n1,895,412  $\n1,521,273  $\n765,905  $\n636,685  $\n4,819,275 \nTransaction, Advisory and Other Fees, Net\n   \n160,395   \n174,905   \n44,868   \n11,770   \n391,938 \nManagement Fee Offsets\n   \n(3,499)   \n(33,247)   \n(6,653)   \n(572)   \n(43,971) \n  \nTotal Management and Advisory Fees, Net\n   \n2,052,308   \n1,662,931   \n804,120   \n647,883   \n5,167,242 \nFee Related Performance Revenues\n   \n1,695,019   \n212,128   \n118,097   \n—   \n2,025,244 \nFee Related Compensation\n   \n(1,161,349)   \n(662,824)   \n(367,322)   \n(156,515)   \n(2,348,010) \nOther Operating Expenses\n   \n(234,505)   \n(264,468)   \n(199,912)   \n(94,792)   \n(793,677) \n  \nFee Related Earnings\n   \n2,351,473   \n947,767   \n354,983   \n396,576   \n4,050,799 \n  \nRealized Performance Revenues\n   \n1,119,612   \n2,263,099   \n209,421   \n290,980   \n3,883,112 \nRealized Performance Compensation\n   \n(443,220)   \n(943,199)   \n(94,450)   \n(76,701)   \n(1,557,570) \nRealized Principal Investment Income\n   \n196,869   \n263,368   \n70,796   \n56,733   \n587,766 \n  \nTotal Net Realizations\n   \n873,261   \n1,583,268   \n185,767   \n271,012   \n2,913,308 \n  \nTotal Segment Distributable Earnings\n  $  3,224,734  $  2,531,035  $\n  540,750  $\n  667,588  $  6,964,107 \n  \n \n221 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \nReconciliations of Total Segment Amounts \nThe following tables reconcile the Total Segment Revenues, Expenses and Distributable Earnings to their equivalent GAAP measure for the years ended\nDecember 31, 2023, 2022 and 2021 along with Total Assets as of December 31, 2023 and 2022:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nRevenues\n  \n \n \nTotal GAAP Revenues\n  $\n8,022,841  $\n8,517,673  $\n22,577,148 \nLess: Unrealized Performance Revenues (a)\n   \n1,691,788   \n3,436,978   \n(8,675,246) \nLess: Unrealized Principal Investment (Income) Loss (b)\n   \n593,301   \n1,235,529   \n(679,767) \nLess: Interest and Dividend Revenue (c)\n   \n(535,641)   \n(285,075)   \n(163,044) \nLess: Other Revenue (d)\n   \n93,083   \n(183,754)   \n(202,885) \nImpact of Consolidation (e)\n   \n(200,237)   \n(109,379)   \n(1,197,854) \nTransaction-Related and Non-Recurring Items (f)\n   \n25,672   \n(24,656)   \n660 \nIntersegment Eliminations\n   \n2,998   \n2,721   \n4,352 \n  \nTotal Segment Revenue (g)\n  $\n  9,693,805  $\n 12,590,037  $\n 11,663,364 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nExpenses\n  \n \n \nTotal GAAP Expenses\n  $\n4,981,130  $\n4,973,025  $\n9,476,617 \nLess: Unrealized Performance Allocations Compensation (h)\n   \n654,403   \n1,470,588   \n(3,778,048) \nLess: Equity-Based Compensation (i)\n   \n(959,474)   \n(782,090)   \n(559,537) \nLess: Interest Expense (j)\n   \n(429,521)   \n(316,569)   \n(196,632) \nImpact of Consolidation (e)\n   \n(137,603)   \n(61,644)   \n(25,673) \nAmortization of Intangibles (k)\n   \n(33,457)   \n(60,481)   \n(68,256) \nTransaction-Related and Non-Recurring Items (f)\n   \n(309)   \n(81,789)   \n(143,378) \nAdministrative Fee Adjustment (l)\n   \n(9,707)   \n(9,866)   \n(10,188) \nIntersegment Eliminations\n   \n2,998   \n2,721   \n4,352 \n  \nTotal Segment Expenses (m)\n  $\n  4,068,460  $\n  5,133,895  $\n 4,699,257 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nOther Income\n  \n \n \nTotal GAAP Other Income\n  $\n(83,997)  $\n      (82,859)  $\n   458,865 \nImpact of Consolidation (e)\n   \n83,997   \n82,859   \n(458,865) \n  \nTotal Segment Other Income\n  $\n     —  $\n—  $\n— \n  \n \n222 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nIncome Before Provision for Taxes\n  \n \n \nTotal GAAP Income Before Provision for Taxes\n  $\n2,957,714  $\n3,461,789  $ 13,559,396 \nLess: Unrealized Performance Revenues (a)\n   \n1,691,788   \n3,436,978   \n(8,675,246) \nLess: Unrealized Principal Investment (Income) Loss (b)\n   \n593,301   \n1,235,529   \n(679,767) \nLess: Interest and Dividend Revenue (c)\n   \n(535,641)   \n(285,075)   \n(163,044) \nLess: Other Revenue (d)\n   \n93,083   \n(183,754)   \n(202,885) \nPlus: Unrealized Performance Allocations Compensation (h)\n   \n(654,403)   \n(1,470,588)   \n3,778,048 \nPlus: Equity-Based Compensation (i)\n   \n959,474   \n782,090   \n559,537 \nPlus: Interest Expense (j)\n   \n429,521   \n316,569   \n196,632 \nImpact of Consolidation (e)\n   \n21,363   \n35,124   \n(1,631,046) \nAmortization of Intangibles (k)\n   \n33,457   \n60,481   \n68,256 \nTransaction-Related and Non-Recurring Items (f)\n   \n25,981   \n57,133   \n144,038 \nAdministrative Fee Adjustment (l)\n   \n9,707   \n9,866   \n10,188 \n  \nTotal Segment Distributable Earnings\n  $\n5,625,345  $\n7,456,142  $\n6,964,107 \n  \n \n \n  \nAs of December 31,\n \n  \n2023\n \n2022\nTotal Assets\n  \n \nTotal GAAP Assets\n  \n$\n40,287,530  \n$\n42,524,227 \nImpact of Consolidation (e)\n  \n \n(3,843,619)  \n \n(4,576,467) \n  \nTotal Segment Assets\n  \n$\n36,443,911  \n$\n37,947,760 \n  \n \nSegment basis presents revenues and expenses on a basis that deconsolidates the investment funds Blackstone manages and excludes the amortization of intangibles and\nTransaction-Related and Non-Recurring Items.\n(a)\nThis adjustment removes Unrealized Performance Revenues on a segment basis.\n(b)\nThis adjustment removes Unrealized Principal Investment Income on a segment basis.\n(c)\nThis adjustment removes Interest and Dividend Revenue on a segment basis.\n(d)\nThis adjustment removes Other Revenue on a segment basis. For the years ended December 31, 2023, 2022 and 2021, Other Revenue on a GAAP basis was\n$(92.9) million, $184.6 million and $203.1 million and included $(94.7) million, $182.9 million and $200.6 million of foreign exchange gains (losses), respectively.\n(e)\nThis adjustment reverses the effect of consolidating Blackstone Funds, which are excluded from Blackstone’s segment presentation. This adjustment includes the\nelimination of Blackstone’s interest in these funds, the removal of revenue from the reimbursement of certain expenses by the Blackstone Funds, which are presented gross\nunder GAAP but netted against Management and Advisory Fees, Net in the Total Segment measures, and the removal of amounts associated with the ownership of\nBlackstone consolidated operating partnerships held by non-controlling interests.\n(f)\nThis adjustment removes Transaction-Related and Non-Recurring Items, which are excluded from Blackstone’s segment presentation. Transaction-Related and Non-\nRecurring Items arise from corporate actions including acquisitions, divestitures, Blackstone’s initial public offering and non-recurring gains, losses, or other charges, if any.\nThey consist primarily of equity-based compensation charges, gains and losses on contingent consideration arrangements, changes in the balance of the Tax Receivable\nAgreement 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\nother charges that affect period-to-period comparability and are not reflective of Blackstone’s operational performance.\n \n223 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n(g)\nTotal Segment Revenues is comprised of the following:\n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nTotal Segment Management and Advisory Fees, Net\n  $\n6,663,244   $\n6,282,946   $\n5,167,242 \nTotal Segment Fee Related Performance Revenues\n   \n858,527     \n1,449,497    \n2,025,244  \nTotal Segment Realized Performance Revenues\n   \n2,061,102    \n4,461,338     \n3,883,112 \nTotal Segment Realized Principal Investment Income\n   \n110,932    \n396,256    \n587,766 \n  \n  \n  \nTotal Segment Revenues\n  $\n9,693,805   $ 12,590,037   $ 11,663,364 \n  \n  \n  \n \n(h)\nThis adjustment removes Unrealized Performance Allocations Compensation.\n(i)\nThis adjustment removes Equity-Based Compensation on a segment basis.\n(j)\nThis adjustment adds back Interest Expense on a segment basis, excluding interest expense related to the Tax Receivable Agreement.\n(k)\nThis adjustment removes the amortization of transaction-related intangibles, which are excluded from Blackstone’s segment presentation.\n(l)\nThis adjustment adds an amount equal to an administrative fee collected on a quarterly basis from certain holders of Blackstone Holdings Partnership Units. The\nadministrative 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.\n(m)\nTotal Segment Expenses is comprised of the following:\n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nTotal Segment Fee Related Compensation\n  $\n2,088,110   $\n2,330,775   $\n2,348,010 \nTotal Segment Realized Performance Compensation\n   \n896,017     \n1,814,097     \n1,557,570  \nTotal Segment Other Operating Expenses\n   \n1,084,333    \n989,023    \n793,677 \n  \n  \n  \nTotal Segment Expenses\n  $\n4,068,460   $  5,133,895   $  4,699,257 \n  \n  \n  \nReconciliations of Total Segment Components\nThe following tables reconcile the components of Total Segments to their equivalent GAAP measures, reported on the Consolidated Statement of Operations for the years\nended December 31, 2023, 2022 and 2021:\n  \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nManagement and Advisory Fees, Net\n  \n \n \nGAAP\n  $\n6,671,260  $\n6,303,315  $\n5,170,707 \nSegment Adjustment (a)\n   \n(8,016)   \n(20,369)   \n(3,465) \n  \nTotal Segment\n  $\n6,663,244  $  6,282,946  $  5,167,242 \n  \n \n224 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nGAAP Realized Performance Revenues to Total Segment Fee Related Performance Revenues\n  \n \n \nGAAP\n  \n \n \nIncentive Fees\n  $\n695,171  $\n525,127  $\n253,991 \nInvestment Income — Realized Performance Allocations\n   \n2,223,841   \n5,381,640   \n5,653,452 \n  \nGAAP\n   \n2,919,012   \n5,906,767   \n5,907,443 \nTotal Segment\n  \n \n \nLess: Realized Performance Revenues\n   \n(2,061,102)   \n(4,461,338)   \n(3,883,112) \nSegment Adjustment (b)\n   \n617   \n4,068   \n913 \n  \nTotal Segment\n  $\n858,527  $\n1,449,497  $\n2,025,244 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nGAAP Compensation to Total Segment Fee Related Compensation\n  \n \n \nGAAP\n  \n \n \nCompensation\n  $\n 2,785,447  $\n2,569,780  $\n2,161,973 \nIncentive Fee Compensation\n   \n281,067   \n207,998   \n98,112 \nRealized Performance Allocations Compensation\n   \n900,859   \n2,225,264   \n2,311,993 \n  \nGAAP\n   \n3,967,373   \n5,003,042   \n4,572,078 \nTotal Segment\n  \n \n \nLess: Realized Performance Compensation\n   \n(896,017)   \n(1,814,097)   \n(1,557,570) \nLess: Equity-Based Compensation — Fee Related Compensation\n   \n(946,575)   \n(772,170)   \n(551,263) \nLess: Equity-Based Compensation — Performance Compensation\n   \n(12,899)   \n(9,920)   \n(8,274) \nSegment Adjustment (c)\n   \n(23,772)   \n(76,080)   \n(106,961) \n  \nTotal Segment\n  $\n2,088,110  $\n2,330,775  $\n2,348,010 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nGAAP General, Administrative and Other to Total Segment Other Operating Expenses\n  \n \n \nGAAP\n  $\n1,117,305  $\n 1,092,671  $\n917,847 \nSegment Adjustment (d)\n   \n(32,972)   \n(103,648)   \n  (124,170) \n  \nTotal Segment\n  $\n 1,084,333  $\n989,023  $\n  793,677 \n  \n \n225\n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nRealized Performance Revenues\n  \n \n \nGAAP\n  \n \n \nIncentive Fees\n  $\n695,171  $\n525,127  $\n253,991 \nInvestment Income — Realized Performance Allocations\n   \n2,223,841   \n5,381,640   \n5,653,452 \n  \nGAAP\n   \n2,919,012   \n5,906,767   \n5,907,443 \nTotal Segment\n  \n \n \nLess: Fee Related Performance Revenues\n   \n(858,527)   \n(1,449,497)   \n(2,025,244) \nSegment Adjustment (b)\n   \n617   \n4,068   \n913 \n  \nTotal Segment\n  $\n2,061,102  $\n4,461,338  $\n3,883,112 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nRealized Performance Compensation\n  \n \n \nGAAP\n  \n \n \nIncentive Fee Compensation\n  $\n281,067  $\n207,998  $\n98,112 \nRealized Performance Allocations Compensation\n   \n900,859   \n 2,225,264   \n 2,311,993 \n  \nGAAP\n   \n1,181,926   \n2,433,262   \n2,410,105 \nTotal Segment\n  \n \n \nLess: Fee Related Performance Compensation (e)\n   \n(273,010)   \n(609,245)   \n(844,261) \nLess: Equity-Based Compensation — Performance Compensation\n   \n(12,899)   \n(9,920)   \n(8,274) \n  \nTotal Segment\n  $\n896,017  $\n1,814,097  $\n1,557,570 \n  \n \n \n  \nYear Ended December 31,\n \n  \n2023\n \n2022\n \n2021\nRealized Principal Investment Income\n  \n \n \nGAAP\n  $\n303,823  $\n850,327  $\n 1,003,822 \nSegment Adjustment (f)\n   \n(192,891)   \n(454,071)   \n(416,056) \n  \nTotal Segment\n  $\n  110,932  $\n   396,256  $\n587,766 \n  \n \nSegment basis presents revenues and expenses on a basis that deconsolidates the investment funds Blackstone manages and excludes the amortization of intangibles, the\nexpense of equity-based awards and Transaction-Related and Non-Recurring Items.\n(a)\nRepresents (1) the add back of net management fees earned from consolidated Blackstone Funds which have been eliminated in consolidation, and (2) the removal of\nrevenue from the reimbursement of certain expenses by the Blackstone Funds, which are presented gross under GAAP but netted against Management and Advisory Fees,\nNet in the Total Segment measures.\n(b)\nRepresents the add back of Performance Revenues earned from consolidated Blackstone Funds which have been eliminated in consolidation.\n(c)\nRepresents the removal of Transaction-Related and Non-Recurring Items that are not recorded in the Total Segment measures.\n(d)\nRepresents the (1) removal of amortization of transaction-related intangibles, (2) removal of certain expenses reimbursed by the Blackstone Funds, which are presented\ngross under GAAP but netted against Management and Advisory Fees, Net in the Total Segment measures, and (3) a reduction equal to an administrative fee collected on a\nquarterly basis from certain holders of Blackstone Holdings Partnership Units which is accounted for as a capital contribution under GAAP, but is reflected as a reduction of\nOther Operating Expenses in Blackstone’s segment presentation.\n \n226 \n\n\nBlackstone Inc.\nNotes to Consolidated Financial Statements—Continued\n(All Dollars are in Thousands, Except Share and Per Share Data, Except Where Noted)\n \n \n(e)\nFee related performance compensation may include equity-based compensation based on fee related performance revenues.\n(f)\nRepresents (1) the add back of Principal Investment Income, including general partner income, earned from consolidated Blackstone Funds which have been eliminated in\nconsolidation, and (2) the removal of amounts associated with the ownership of Blackstone consolidated operating partnerships held by non-controlling interests.\n21. Subsequent Events\nThere have been no events since December 31, 2023 that require recognition or disclosure in the Consolidated Financial Statements.\n \n227\nItem 8A.\nUnaudited Supplemental Presentation of Statements of Financial Condition\nBlackstone Inc.\nUnaudited Consolidating Statements of Financial Condition\n(Dollars in Thousands)\n \n \n \n  \nDecember 31, 2023\n \n  \nConsolidated\nOperating\nPartnerships  \nConsolidated\nBlackstone\nFunds (a)\n  \nReclasses and\nEliminations\n \nConsolidated\nAssets\n  \n \n  \n \nCash and Cash Equivalents\n  $\n2,955,866  $\n—   $\n—  $\n2,955,866 \nCash Held by Blackstone Funds and Other\n   \n—   \n316,197    \n—   \n316,197 \nInvestments\n   22,595,236   \n4,319,483    \n(768,097)   26,146,622 \nAccounts Receivable\n   \n186,370   \n6,995    \n—   \n193,365 \nDue from Affiliates\n   \n4,498,250   \n13,901    \n(45,630)   \n4,466,521 \nIntangible Assets, Net\n   \n201,208   \n—    \n—   \n201,208 \nGoodwill\n   \n1,890,202   \n—    \n—   \n1,890,202 \nOther Assets\n   \n944,078   \n770    \n—   \n944,848 \nRight-of-Use Assets\n   \n841,307   \n—    \n—   \n841,307 \nDeferred Tax Assets\n   \n2,331,394   \n—    \n—   \n2,331,394 \n  \n  \nTotal Assets\n  $ 36,443,911  $\n4,657,346   $\n(813,727)  $ 40,287,530 \n  \n  \nLiabilities and Equity\n  \n \n  \n \nLoans Payable\n  $ 10,616,937  $\n687,122   $\n—  $ 11,304,059 \nDue to Affiliates\n   \n2,273,008   \n220,758    \n(100,356)   \n2,393,410 \nAccrued Compensation and Benefits\n   \n5,247,766   \n—    \n—   \n5,247,766 \nOperating Lease Liabilities\n   \n989,823   \n—    \n—   \n989,823 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n1,886,086   \n391,172    \n—   \n2,277,258 \n  \n  \nTotal Liabilities\n   21,013,620   \n1,299,052    \n(100,356)   22,212,316 \n  \n  \nRedeemable Non-Controlling Interests in Consolidated Entities\n   \n9   \n1,179,064    \n—   \n1,179,073 \n  \n  \nEquity\n  \n \n  \n \nCommon Stock\n   \n7   \n—    \n—   \n7 \nSeries I Preferred Stock\n   \n—   \n—    \n—   \n— \nSeries II Preferred Stock\n   \n—   \n—    \n—   \n— \nAdditional Paid-in-Capital\n   \n6,175,190   \n701,792    \n(701,792)   \n6,175,190 \nRetained Earnings\n   \n660,734   \n11,579    \n(11,579)   \n660,734 \nAccumulated Other Comprehensive Income (Loss)\n   \n(36,175)   \n17,042    \n—   \n(19,133) \nNon-Controlling Interests in Consolidated Entities\n   \n3,728,438   \n1,448,817    \n—   \n5,177,255 \nNon-Controlling Interests in Blackstone Holdings\n   \n4,902,088   \n—    \n—   \n4,902,088 \n  \n  \nTotal Equity\n   15,430,282   \n2,179,230    \n(713,371)   16,896,141 \n  \n  \nTotal Liabilities and Equity\n  $ 36,443,911  $\n4,657,346   $\n(813,727)  $ 40,287,530 \n  \n  \n \n228\nBlackstone Inc.\nUnaudited Consolidating Statements of Financial Condition—Continued\n(Dollars in Thousands)\n \n \n \n  \nDecember 31, 2022\n \n  \nConsolidated\nOperating\nPartnerships  \nConsolidated\nBlackstone\nFunds (a)\n  \nReclasses and\nEliminations\n \nConsolidated\nAssets\n  \n \n  \n \nCash and Cash Equivalents\n  $\n4,252,003  $\n—   $\n—  $\n4,252,003 \nCash Held by Blackstone Funds and Other\n   \n—   \n241,712    \n—   \n241,712 \nInvestments\n   23,236,603   \n5,136,542    \n(819,894)   27,553,251 \nAccounts Receivable\n   \n407,681   \n55,223    \n—   \n462,904 \nDue from Affiliates\n   \n4,185,982   \n8,417    \n(47,692)   \n4,146,707 \nIntangible Assets, Net\n   \n217,287   \n—    \n—   \n217,287 \nGoodwill\n   \n1,890,202   \n—    \n—   \n1,890,202 \nOther Assets\n   \n798,299   \n2,159    \n—   \n800,458 \nRight-of-Use Assets\n   \n896,981   \n—    \n—   \n896,981 \nDeferred Tax Assets\n   \n2,062,722   \n—    \n—   \n2,062,722 \n  \n  \nTotal Assets\n  $ 37,947,760  $\n5,444,053   $\n(867,586)  $ 42,524,227 \n  \n  \nLiabilities and Equity\n  \n \n  \n \nLoans Payable\n  $ 10,899,584  $\n1,450,000   $\n—  $ 12,349,584 \nDue to Affiliates\n   \n2,039,549   \n128,681    \n(49,749)   \n2,118,481 \nAccrued Compensation and Benefits\n   \n6,101,801   \n—    \n—   \n6,101,801 \nOperating Lease Liabilities\n   \n1,021,454   \n—    \n—   \n1,021,454 \nAccounts Payable, Accrued Expenses and Other Liabilities\n   \n1,225,982   \n25,858    \n—   \n1,251,840 \n  \n  \nTotal Liabilities\n   21,288,370   \n1,604,539    \n(49,749)   22,843,160 \n  \n  \nRedeemable Non-Controlling Interests in Consolidated Entities\n   \n3   \n1,715,003    \n—   \n1,715,006 \n  \n  \nEquity\n  \n \n  \n \nCommon Stock\n   \n7   \n—    \n—   \n7 \nSeries I Preferred Stock\n   \n—   \n—    \n—   \n— \nSeries II Preferred Stock\n   \n—   \n—    \n—   \n— \nAdditional Paid-in-Capital\n   \n5,935,273   \n800,381    \n(800,381)   \n5,935,273 \n\n\nRetained Earnings\n   \n1,748,106   \n17,456    \n(17,456)   \n1,748,106 \nAccumulated Other Comprehensive Income (Loss)\n   \n(35,346)   \n7,871    \n—   \n(27,475) \nNon-Controlling Interests in Consolidated Entities\n   \n3,757,677   \n1,298,803    \n—   \n5,056,480 \nNon-Controlling Interests in Blackstone Holdings\n   \n5,253,670   \n—    \n—   \n5,253,670 \n  \n  \nTotal Equity\n   16,659,387   \n2,124,511    \n(817,837)   17,966,061 \n  \n  \nTotal Liabilities and Equity\n  $ 37,947,760  $\n5,444,053   $\n(867,586)  $ 42,524,227 \n  \n  \n \n(a)\nThe Consolidated Blackstone Funds consisted of the following:\nBlackstone / GSO Global Dynamic Credit Feeder Fund (Cayman) LP**\nBlackstone / GSO Global Dynamic Credit Funding Designated Activity Company**\nBlackstone / GSO Global Dynamic Credit Master Fund**\n \n229\nBlackstone / GSO Global Dynamic Credit USD Feeder Fund (Ireland)**\nBlackstone Annex Onshore Fund L.P.\nBlackstone Horizon Fund L.P.\nBlackstone Real Estate Special Situations Holdings L.P.**\nBlackstone Strategic Alliance Fund L.P.**\nBTD CP Holdings LP\nBlackstone Dislocation Fund L.P.\nBEPIF (Aggregator) SCSp\nBX Shipston SCSp\nBlackstone Private Equity Strategies Fund L.P.\nBlackstone Private Equity Strategies Fund SICAV\nBlackstone Private Equity Strategies Fund (Master) FCP*\nBlackstone Infrastructure Hogan Co-Invest (CYM) L.P.**\nClover Credit Partners CLO III, Ltd.*\nBayswater Park CLO, Ltd.*\nPeebles Park CLO, Ltd.*\nMezzanine side-by-side investment vehicles**\nPrivate equity side-by-side investment vehicles\nReal estate side-by-side investment vehicles\nHedge Fund Solutions side-by-side investment vehicles.\n \n*\nConsolidated as of December 31, 2023 only\n**\nConsolidated as of December 31, 2022 only\n \n230\nItem 9.\nChanges in and Disagreements With Accountants on Accounting and Financial Disclosure\nNone.\n \nItem 9A.\nControls and Procedures\nEvaluation of Disclosure Controls and Procedures\nWe maintain “disclosure controls and procedures,” as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the\n“Exchange Act”), that are designed to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed,\nsummarized and reported within the time periods specified in Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated\nto our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. In designing\ndisclosure controls and procedures, our management necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and\nprocedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no\nassurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated,\ncan provide only reasonable assurance of achieving the desired objectives.\nOur management, including our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures pursuant to Rule\n13a-15 and 15d-15(e) under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer\nhave concluded that, as of the end of the period covered by this Annual Report on Form 10-K, our disclosure controls and procedures (as defined in Rule 13a-15(e) and\n15d-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information we are required to disclose in\nreports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission\nrules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as\nappropriate, to allow timely decisions regarding required disclosure.\nChanges in Internal Control over Financial Reporting\nNo change in our internal control over financial reporting (as such term is defined in Rules 13a–15(f) and 15d–15(f) under the Exchange Act) occurred during our most\nrecent quarter that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.\nManagement’s Report on Internal Control Over Financial Reporting\nManagement of Blackstone Inc. and subsidiaries (“Blackstone”) is responsible for establishing and maintaining adequate internal control over financial reporting.\nBlackstone’s internal control over financial reporting is a process designed under the supervision of its principal executive and principal financial officers to provide reasonable\nassurance regarding the reliability of financial reporting and the preparation of its consolidated financial statements for external reporting purposes in accordance with accounting\nprinciples generally accepted in the United States of America.\n \n231\nBlackstone’s internal control over financial reporting includes policies and procedures that pertain to the maintenance of records that, in reasonable detail, accurately and\nfairly reflect transactions and dispositions of assets; provide reasonable assurances that transactions are recorded as necessary to permit preparation of financial statements in\naccordance with generally accepted accounting principles, and that receipts and expenditures are being made only in accordance with authorizations of management and the\ndirectors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of Blackstone’s assets that could have a\nmaterial effect on its financial statements.\nBecause of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. In addition, projections of any evaluation of\neffectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions or that the degree of compliance with the policies or\nprocedures may deteriorate.\nManagement conducted an assessment of the effectiveness of Blackstone’s internal control over financial reporting as of December 31, 2023 based on the framework\nestablished in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment,\nmanagement has determined that Blackstone’s internal control over financial reporting as of December 31, 2023 was effective.\nDeloitte & Touche LLP, an independent registered public accounting firm, has audited Blackstone’s financial statements included in this Annual Report on Form 10-K and\n\n\nissued its report on the effectiveness of Blackstone’s internal control over financial reporting as of December 31, 2023, which is included herein.\n \nItem 9B.\nOther Information\nSection 13(r) Disclosure\nPursuant to Section 219 of the Iran Threat Reduction and Syria Human Rights Act of 2012, which added Section 13(r) of the Exchange Act, Blackstone hereby incorporates\nby reference herein Exhibit 99.1 of this report, which includes disclosures provided to us by Atlantia S.p.A.\n2007 Equity Incentive Plan\nOn February 22, 2024, upon approval of the Series II Preferred Stockholder, the 2007 Equity Incentive Plan was amended and restated to extend the term of the plan until\nFebruary 22, 2034.\n \nItem 9C.\nDisclosures Regarding Foreign Jurisdictions that Prevent Inspections\nNot applicable.\n \n232\nPart III.\n \nItem 10.\nDirectors, Executive Officers and Corporate Governance\nDirectors and Executive Officers of Blackstone Inc.\nOur directors and executive officers as of the date of this filing are:\n \nName\n  \nAge\n  Position\nStephen A. Schwarzman\n  \n77\n  Co-Founder, Chairman and Chief Executive Officer and Director\nJonathan D. Gray\n  \n54\n  President, Chief Operating Officer and Director\nMichael S. Chae\n  \n55\n  Chief Financial Officer\nJohn G. Finley\n  \n67\n  Chief Legal Officer\nVikrant Sawhney\n  \n53\n  Chief Administrative Officer and Global Head of Institutional Client Solutions\nJoseph P. Baratta\n  \n53\n  Director\nKelly A. Ayotte\n  \n55\n  Director\nJames W. Breyer\n  \n62\n  Director\nReginald J. Brown\n  \n56\n  Director\nRochelle B. Lazarus\n  \n76\n  Director\nThe Right Honorable Brian Mulroney\n  \n84\n  Director\nWilliam G. Parrett\n  \n78\n  Director\nRuth Porat\n  \n66\n  Director\nStephen A. Schwarzman is the Chairman, Chief Executive Officer and Co-Founder of Blackstone and the Chairman of our board of directors. Mr. Schwarzman was elected\nChairman of the board of directors effective March 20, 2007. He also sits on the firm’s Management Committee. Mr. Schwarzman has been involved in all phases of the firm’s\ndevelopment since its founding in 1985. Mr. Schwarzman is an active philanthropist with a history of supporting education, as well as culture and the arts, among other things.\nIn 2020, he signed The Giving Pledge, committing to give the majority of his wealth to philanthropic causes. In both business and philanthropy, Mr. Schwarzman has dedicated\nhimself to tackling big problems with transformative solutions. Since 2019, he has donated £185 million to the University of Oxford to help redefine the study of the humanities for\nthe 21st century. His gift – the largest single donation to Oxford since the renaissance – will create a new Centre for the Humanities which unites all humanities faculties under\none roof for the first time in Oxford’s history and will offer new performing arts and exhibition venues as well as a new Institute for Ethics in AI. In October 2018, he announced a\nfoundational $350 million gift to establish the MIT Schwarzman College of Computing, an interdisciplinary hub which will reorient MIT to address the opportunities and challenges\npresented by the rise of artificial intelligence, including critical ethical and policy considerations to ensure that the technologies are employed for the common good. Since 2015,\nMr. Schwarzman has donated $162.8 million to Yale University to establish the Schwarzman Center, a first-of-its-kind campus center in Yale’s historic “Commons” building, and\nalso gave a founding gift of $40 million to the Inner-City Scholarship Fund, which provides tuition assistance to underprivileged children attending Catholic schools in the\nArchdiocese of New York. In 2013, he founded an international scholarship program, “Schwarzman Scholars,” at Tsinghua University in Beijing to educate future leaders about\nChina. At over $575 million, the program is modeled on the Rhodes Scholarship and is the single largest philanthropic effort in China’s history coming largely from international\ndonors. Mr. Schwarzman is Co-Chair of the board of trustees of Schwarzman Scholars. In 2007, Mr. Schwarzman donated $100 million to the New York Public Library on whose\nboard he serves. In 2019, Mr. Schwarzman published his first book, What It Takes: Lessons in the Pursuit of Excellence , a New York Times Best Seller which draws from his\nexperiences in business, philanthropy and public service. Mr. Schwarzman is a member of The Council on Foreign Relations, The Business Council, The Business Roundtable,\nand The International Business Council of the World Economic Forum. He is the former co-chair of the Partnership for New York City and serves on the boards of The Asia\nSociety and New York Presbyterian Hospital, as\n \n233\nwell as on The Advisory Board of the School of Economics and Management at Tsinghua University, Beijing. He is a Trustee of The Frick Collection in New York City and\nChairman Emeritus of the board of directors of The John F. Kennedy Center for the Performing Arts. In 2007, Mr. Schwarzman was included in TIME’s “100 Most Influential\nPeople.” In 2016, he topped Forbes Magazine’s list of the most influential people in finance and in 2018 was ranked in the Top 50 on Forbes’ list of the “World’s Most Powerful\nPeople.” The Republic of France has awarded Mr. Schwarzman both the Légion d’Honneur and the Ordre des Arts et des Lettres at the Commandeur level. Mr. Schwarzman is\none of the only Americans to receive both awards recognizing significant contributions to France. He was also awarded the Order of the Aztec Eagle, Mexico’s highest honor for\nforeigners, for his work on behalf of the U.S. in support of the U.S.-Mexico-Canada Agreement in 2018. Mr. Schwarzman holds a BA from Yale University and an MBA from\nHarvard Business School. He has served as an adjunct professor at the Yale School of Management and on the Harvard Business School Board of Dean’s Advisors.\nJonathan D. Gray is President and Chief Operating Officer of Blackstone and a member of our board of directors. Mr. Gray joined the board of directors in February 2012\nand has served as Blackstone’s President and Chief Operating Officer since March 2018. He also sits on the firm’s Management Committee and previously served as Global\nHead of Real Estate, which he helped build into the largest commercial real estate platform in the world. Mr. Gray joined Blackstone in 1992. He currently serves on the boards of\ndirectors of Hilton Worldwide Holdings Inc, including as its Chairman, and Corebridge Financial. He also serves on the board of Harlem Village Academies. Mr. Gray and his wife,\nMindy, established the Basser Center for BRCA at the University of Pennsylvania School of Medicine focused on the prevention and treatment of certain genetically caused\ncancers. They also established NYC Kids RISE in partnership with the City of New York to accelerate college savings for low income children. Mr. Gray received a BS in\nEconomics from the Wharton School, as well as a BA in English from the College of Arts and Sciences at the University of Pennsylvania.\nMichael S. Chae is Blackstone’s Chief Financial Officer and a member of the firm’s Management Committee and investment committees across most of the firm’s\nbusinesses. Mr. Chae has served as Blackstone’s Chief Financial Officer since August 2015. He chairs our firmwide valuation and enterprise risk committees. Since joining\nBlackstone in 1997, Mr. Chae has served in a broad range of leadership roles including Head of International Private Equity, Head of Private Equity for Asia/Pacific, and as a\nsenior partner in the U.S. private equity business, where he led numerous investments and served on the boards of many private and publicly traded portfolio companies. Before\njoining Blackstone, Mr. Chae worked at The Carlyle Group and Dillon, Read & Co. Mr. Chae received an AB from Harvard College, an MPhil. in International Relations from\nCambridge University and a JD from Yale Law School. Mr. Chae serves on the boards of the Robin Hood Foundation, the Asia Society and St. Bernard’s School. He previously\nserved as the President of the board of trustees of the Lawrenceville School where he remains a trustee emeritus. He is a member of the Council on Foreign Relations and\nfounded the Chae Initiative Private Sector Leadership at Yale Law School.\nJohn G. Finley is Chief Legal Officer of Blackstone and a member of the firm’s Management Committee. Before joining Blackstone in September 2010, Mr. Finley had been\na partner with Simpson Thacher & Bartlett where he was a member of that law firm’s Executive Committee and Co-Head of Global Mergers & Acquisitions. Mr. Finley is an\nAdviser on the American Law Institute’s Restatement of the Law, Corporate Governance project and a member of the Dean’s Advisory Board of Harvard Law School, Advisory\nBoard of the Harvard Law School Program on Corporate Governance, Gettysburg Foundation, and Board of Advisors of the Penn Institute for Law and Economics. Mr. Finley\npreviously served as a director at Tradeweb. He has served on the Committee of Securities Regulation of the New York State Bar Association and the Board of Advisors of the\nKnight-Bagehot Fellowship in Economics and Business Journalism at Columbia University. Mr. Finley received a BS in Economics from the Wharton School of the University of\nPennsylvania, a BA in History from the College of Arts and Sciences of the University of Pennsylvania, and a JD from Harvard Law School.\n\n\n \n234\nVikrant Sawhney  is Blackstone’s Chief Administrative Officer and Global Head of Institutional Client Solutions and a member of the firm’s Management Committee.\nMr. Sawney has served as Blackstone’s Chief Administrative Officer and Global Head of Institutional Client Services since September 2019. Since joining Blackstone in 2007,\nMr. Sawhney started Blackstone Capital Markets and also served as the Chief Operating Officer of the Private Equity group. Before joining Blackstone, Mr. Sawhney worked as a\nManaging Director at Deutsche Bank, and prior to that at the law firm of Simpson Thacher & Bartlett. Mr. Sawhney currently sits on the Board of the Blackstone Charitable\nFoundation. He is also the chair of the board of directors of Dream, an east Harlem-based educational and social services organization, and a Trustee of Quinnipiac University.\nHe graduated magna cum laude from Dartmouth College, where he was elected to Phi Beta Kappa. He received a JD, cum laude, from Harvard Law School.\nJoseph P. Baratta is Global Head of Private Equity at Blackstone and a member of the board of directors. Mr. Baratta joined the board of directors in March 2020 and has\nserved as Blackstone’s Global Head of Private Equity since July 2012. He also sits on the firm’s Management Committee. Mr. Baratta joined Blackstone in 1998, and in 2001 he\nmoved to London to help establish Blackstone’s corporate private equity business in Europe. Before joining Blackstone, Mr. Baratta was with Tinicum Incorporated and McCown\nDe Leeuw & Company. Mr. Baratta also worked at Morgan Stanley in its mergers and acquisitions department. Mr. Baratta has served on the boards of a number of Blackstone\nportfolio companies and currently serves as a member or observer on the boards of directors of First Eagle Investment Management, Refinitiv, SESAC, Ancestry, Candle Media\nand Merlin Entertainments Group. He is a trustee of the Tate Foundation and serves on the board of Year Up, an organization focused on youth employment.\nKelly A. Ayotte is a member of our board of directors. Ms. Ayotte joined the board of directors in May 2019. Ms. Ayotte represented New Hampshire in the United States\nSenate from 2011 to 2016, where she chaired the Armed Services Subcommittee on Readiness and the Commerce Subcommittee on Aviation Operations. Ms. Ayotte also\nserved on the Homeland Security and Governmental Affairs, Budget, Small Business and Entrepreneurship, and Aging Committees. Ms. Ayotte served as the “Sherpa” for\nJustice Neil Gorsuch, leading the effort to secure his confirmation to the United States Supreme Court. From 2004 to 2009, Ms. Ayotte served as New Hampshire’s first female\nAttorney General having been appointed to that position by Republican Governor Craig Benson and reappointed twice by Democratic Governor John Lynch. Prior to that, she\nserved as the Deputy Attorney General, Chief of the Homicide Prosecution Unit and as Legal Counsel to Governor Craig Benson. Ms. Ayotte began her career as a law clerk to\nthe New Hampshire Supreme Court and as an associate at the McLane Middleton law firm. Ms. Ayotte serves on the boards of directors of News Corporation, including as a\nmember of its nomination and governance committee and as chair of its compensation committee; Blink Health LLC; BAE Systems Inc., including as a member of its\ncompensation committee; and Boston Properties, Inc., including as a member of its compensation committee. Ms. Ayotte previously served on the boards of directors of Bloom\nEnergy Corporation and Caterpillar, Inc. Ms. Ayotte also serves on the advisory boards of Microsoft, Chubb Insurance and Cirtronics. Ms. Ayotte is a Senior Advisor to Citizens for\nResponsible Energy Solutions. Ms. Ayotte also serves on the non-profit boards of the International Republican Institute, NH Veteran’s Count and NH Swim with a Mission.\nMs. Ayotte is also a member of the board of advisors for the Center on Military and Political Power at the Foundation for Defense of Democracies.\nJames W. Breyer is a member of our board of directors. Mr. Breyer joined the board of directors in July 2016. Since 2006, Mr. Breyer has been the Founder and Chief\nExecutive Officer of Breyer Capital, a premier venture capital firm based in Austin, Texas and Menlo Park, California. Mr. Breyer has been an early investor in over 40 technology\ncompanies that have completed successful public offerings or mergers. He served as Partner at Accel Partners from 1990 to 2016 and Managing Partner from 1995 to 2011. Over\nthe past several years, Mr. Breyer has developed a deep personal and investment interest in long-term oriented entrepreneurs and teams working in artificial/augmented\nintelligence and human-assisted intelligence and has made numerous investments in this space. Mr. Breyer previously served on the board of directors of Twenty-First Century\nFox, Inc. from 2011 to 2019, Facebook, Inc. from 2005 to 2013, Etsy, Inc. from 2008 to 2016, Dell, Inc. from 2009 to 2013 and Wal-Mart Stores, Inc. from 2001 to 2013, as well as\na number of other technology companies. Mr. Breyer is currently a\n \n235\nmember of Harvard Business School’s Board of Dean’s Advisors, a member of Harvard University’s Global Advisory Council, a founding member of the Dean’s Advisory Board of\nStanford University’s School of Engineering, Chairman of the Stanford Engineering Venture Fund and founding member of the Stanford Institute for Human-Assisted Artificial\nIntelligence Advisory Board. In addition, Mr. Breyer is a long-time active volunteer as a Trustee of the San Francisco Museum of Modern Art, the Metropolitan Museum of Art, the\nAmerican Film Institute and Stanford’s Center for Philanthropy and Civil Society.\nReginald J. Brown is a member of the board of directors of Blackstone. Mr. Brown joined the board of directors in September 2020. Since December 2020, Mr. Brown has\nbeen a partner in the Washington, D.C. office of Kirkland & Ellis LLP. Prior to joining Kirkland, Mr. Brown was a partner at WilmerHale from 2005 to 2020, where he served as\nchairman of the firm’s Financial Institutions Group and led the firm’s congressional investigations practice as vice chair of the Crisis Management and Strategic Response Group.\nFrom 2003 to 2005, Mr. Brown served as associate White House Counsel and special assistant to the President, and prior to serving in government, he worked as Assistant to the\nCEO and Vice President for Corporate Strategy at Nationwide Mutual Insurance Company. Mr. Brown holds a BA from Yale University and a JD from Harvard Law School.\nRochelle B. Lazarus is a member of our board of directors. Ms. Lazarus joined the board of directors in July 2013. Ms. Lazarus is Chairman Emeritus of Ogilvy & Mather\nand served as Chairman of that company from 1997 to June 2012. Prior to becoming Chief Executive Officer and Chairman, she also served as President of O&M Direct North\nAmerica, Ogilvy & Mather New York, and Ogilvy & Mather North America. Ms. Lazarus currently serves on the boards of Rockefeller Capital Management, Organon, World\nWildlife Fund, Lincoln Center for the Performing Arts and the Partnership for New York City. She also previously served on the boards of directors of General Electric Company\nand Merck & Co. Ms. Lazarus is a trustee of the New York Presbyterian Hospital and is a member of the Board of Overseers of Columbia Business School.\nThe Right Honorable Brian Mulroney is a member of our board of directors. Mr. Mulroney joined the board of directors in June 2007. Mr. Mulroney is a senior partner for\nNorton Rose Fulbright Canada LLP. Prior to joining Norton Rose Fulbright Canada, Mr. Mulroney was the eighteenth Prime Minister of Canada from 1984 to 1993 and leader of\nthe Progressive Conservative Party of Canada from 1983 to 1993. He served as the Executive Vice President of the Iron Ore Company of Canada and President beginning in\n1977. Prior to that, Mr. Mulroney served on the Cliché Commission of Inquiry in 1974. Mr. Mulroney is a Senior Advisor of Global Affairs at Barrick Gold Corporation, where he\npreviously served as a member of the board of directors, and is the Chairman of their International Advisory Board. Mr. Mulroney is also Chairman of the board of directors of\nQuebecor Inc., and he previously served on the boards of directors of Acreage Holdings Inc., Wyndham Hotels & Resorts, Inc., Archer Daniels Midland Company and Quebecor\nWorld Inc.\nWilliam G. Parrett is a member of our board of directors. Mr. Parrett joined the board of directors in November 2007. Until May 2007, Mr. Parrett served as the Chief\nExecutive Officer of Deloitte Touche Tohmatsu and Senior Partner of Deloitte (USA). Certain of the member firms of Deloitte Touche Tohmatsu or their subsidiaries and affiliates\nprovide professional services to Blackstone or its affiliates. Mr. Parrett co-founded the Global Financial Services Industry practice of Deloitte and served as its first Chairman.\nMr. Parrett is a member of the boards of directors of ThoughtWorks, where he is the chair of the audit committee and a member of the nominating and governance committee,\nand Oracle Corporation, where he is a member of the nominating and governance committee. Mr. Parrett is a senior advisor to the New York Foundation for Senior Citizens.\nMr. Parrett was also previously a member of the boards of directors of Eastman Kodak Company, Thermo Fisher Scientific Inc., UBS AG, UBS Americas and Conduent Inc.\nMr. Parrett is a past Senior Trustee of the United States Council for International Business and a past Chairman of the Board of Trustees of United Way Worldwide. Mr. Parrett is\na Certified Public Accountant with an active license.\n \n236\nRuth Porat is a member of the board of directors of Blackstone. Ms. Porat joined the board of directors in June 2020. Ms. Porat is President and Chief Investment Officer,\nand Chief Financial Officer of Alphabet and Google. She joined Google as Senior Vice President and Chief Financial Officer in May 2015 and has held the same title at Alphabet\nsince it was created in October 2015. She has served as President and Chief Investment Officer of Alphabet and Google since September 2023. As President and Chief\nInvestment Officer, she has responsibility for, among other things, their corporate investments and investment vehicles, including GV and CapG, the Other Bets investment\nportfolio, Real Estate and Workplace Services, and other infrastructure. The role also includes engaging with policymakers and regulators globally regarding their contributions to\neconomic growth, job creation and opportunity, competitiveness, and infrastructure expansion. Prior to joining Google, Ms. Porat was Executive Vice President and Chief\nFinancial Officer of Morgan Stanley and held roles there that included Vice Chairman of Investment Banking, Co-Head of Technology Investment Banking and Global Head of the\nFinancial Institutions Group. Ms. Porat is a member of the boards of directors of the Stanford Management Company, the Council on Foreign Relations, and Bloomberg\nPhilanthropies, and the Board of Trustees of Memorial Sloan Kettering Cancer Center. She previously spent ten years on Stanford University’s Board of Trustees. Ms. Porat holds\na BA from Stanford University, an MSc from The London School of Economics and an MBA from the Wharton School.\nGovernance and Board Composition\nOur capital stock consists of common stock, Series I preferred stock and Series II preferred stock. Under our amended and restated certificate of incorporation and Delaware\nlaw, holders of our common stock are entitled to vote, together with holders of our Series I preferred stock, voting as a single class, on a number of significant matters, including\ncertain sales, exchanges or other dispositions of all or substantially all of our assets, a merger, consolidation or other business combination, the removal of the Series II Preferred\nStockholder and forced transfer by the Series II Preferred Stockholder (as defined below) of its shares of Series II preferred stock and the designation of a successor Series II\nPreferred Stockholder. The single share of outstanding Series II preferred stock is currently held by Blackstone Group Management L.L.C. (the “Series II Preferred Stockholder”),\n\n\nan entity owned by our senior managing directors and controlled by our Co-Founder, Mr. Schwarzman.\nThe Series II Preferred Stockholder elects our board of directors in accordance with the Series II Preferred Stockholder’s limited liability company agreement, where our\nsenior managing directors have agreed that our Co-Founder, Mr. Schwarzman will have the power to vote upon, act upon, consent to, approve or otherwise determine any\nmatters to be voted upon, acted upon, consented to, approved or otherwise determined by the members of the Series II Preferred Stockholder. The limited liability company\nagreement of our Series II Preferred Stockholder provides that at such time as Mr. Schwarzman should cease to be a founding member, Jonathan D. Gray will thereupon succeed\nMr. Schwarzman as the sole founding member of our Series II Preferred Stockholder, and thereafter such power will revert to the members of Series II Preferred Stockholder\nholding a majority in interest in the Series II Preferred Stockholder.\nIn identifying candidates for membership on the board of directors, Mr. Schwarzman, acting on behalf of the Series II Preferred Stockholder, takes into account (a) minimum\nindividual qualifications, such as strength of character, mature judgment, industry knowledge or experience and an ability to work collegially with the other members of the board\nof directors, and (b) all other factors he considers appropriate.\nAfter conducting an initial evaluation of a candidate, Mr. Schwarzman will interview that candidate if he believes the candidate might be suitable to be a director and may also\nask the candidate to meet with other directors and senior management. If, following such interview and any consultations with directors and senior management, Mr. Schwarzman\nbelieves a candidate would be a valuable addition to the board of directors, he will appoint that individual to the board of directors.\nWhen considering whether the members of the board of directors have the experience, qualifications, attributes and skills, taken as a whole, to enable the board to satisfy its\noversight responsibilities effectively in light of Blackstone’s business and structure, Mr. Schwarzman focused on the information described in each of the board members’\nbiographical information set forth above. In particular, with regard to Ms. Ayotte, Mr. Schwarzman\n \n237\nconsidered her distinguished career in government and public service, especially her service as a United States Senator and as New Hampshire Attorney General. With regard to\nMr. Breyer, Mr. Schwarzman considered his extensive financial background and significant investment experience at Breyer Capital and Accel Partners. With regard to Mr. Brown,\nMr. Schwarzman considered his distinguished career in public service and experience advising large institutions and prominent figures in the private and public sector. With\nregard to Ms. Lazarus, Mr. Schwarzman considered her extensive business background and her management experience in a variety of senior leadership roles at Ogilvy &\nMather. With regard to Mr. Mulroney, Mr. Schwarzman considered his distinguished career of government service, especially his service as the Prime Minister of Canada. With\nregard to Mr. Parrett, Mr. Schwarzman considered his significant experience, expertise and background with regard to auditing and accounting matters, his leadership role at\nDeloitte and his extensive experience serving as a director on boards of directors. With regard to Ms. Porat, Mr. Schwarzman considered her extensive experience in the financial\nindustry and her leadership roles with Alphabet, Google and Morgan Stanley. With regard to Messrs. Gray and Baratta, Mr. Schwarzman considered their leadership and\nextensive knowledge of our business and operations gained through their years of service at our firm and, with regard to himself, Mr. Schwarzman considered his role as\nco-founder and long-time Chief Executive Officer of our firm.\nControlled Company Exception and Director Independence\nBecause the Series II Preferred Stockholder holds more than 50% of the voting power for the election of directors, we are a “controlled company” within the meaning of the\ncorporate governance standards of the NYSE. Under these standards, a “controlled company” may elect not to comply with certain corporate governance standards, including the\nrequirements (a) that a majority of its board of directors consist of independent directors, (b) that its board of directors have a compensation committee that is comprised entirely\nof independent directors with a written charter addressing the committee’s purpose and responsibilities and (c) that its board of directors have a nominating and corporate\ngovernance committee that is comprised entirely of independent directors with a written charter addressing the committee’s purpose and responsibilities. See “Part I. Item 1A\nRisk Factors — Risks Related to Our Organizational Structure — We are a controlled company and as a result qualify for some exceptions from certain corporate governance and\nother requirements of the New York Stock Exchange.” We currently utilize the second and third of these exemptions. In the event that we cease to be a “controlled company” and\nour shares of common stock continue to be listed on the NYSE, we will be required to comply with these provisions within the applicable transition periods. While we are exempt\nfrom the NYSE rules requiring a majority of independent directors, we currently have and intend to continue to maintain a majority independent board of directors.\nOur board of directors has a total of ten members, including seven members, Messrs. Breyer, Brown, Mulroney and Parrett, and Mses. Ayotte, Lazarus and Porat, who are\nindependent under NYSE rules relating to corporate governance matters and the independence standards described in our governance policy. In addition, Sir John Antony Hood,\nwho stepped down from our board of directors effective August 25, 2023, satisfied the independence requirements of the NYSE during his tenure.\nBoard Committees\nOur board of directors has three standing committees: the audit committee, the compensation committee and the executive committee.\nAudit Committee. The audit committee consists of Messrs. Parrett (Chairman) and Breyer and Mses. Ayotte, Lazarus and Porat. The purpose of the audit committee is,\namong other things, to assist the board of directors in fulfilling its responsibility with respect to its oversight of (a) the quality and integrity of our financial statements, (b) our\ncompliance with legal and regulatory requirements, (c) our independent auditor’s qualification, independence and performance, and (d) the performance of our internal audit\nfunction. The audit committee’s responsibilities also include reviewing with management, the independent auditors and internal audit, the areas of\n \n238\nmaterial risk to our operations and financial results, including major financial and cybersecurity risks and exposures and our guidelines and policies with respect to risk\nassessment and risk management. The members of the audit committee meet the independence standards and financial literacy requirements for service on an audit committee\nof a board of directors pursuant to the NYSE listing standards and SEC rules applicable to audit committees. The board of directors has determined that each of Mr. Parrett and\nMses. Lazarus and Porat is an “audit committee financial expert” within the meaning of Item 407(d)(5) of Regulation S-K. The audit committee has a charter, which is available on\nour website at http://ir.blackstone.com under “Corporate Governance.”\nCompensation Committee. The compensation committee consists of Mr. Schwarzman. The purpose of the compensation committee is, among other things, to fix, and\nestablish policies for, the compensation of officers and employees of the Company and its subsidiaries.\nExecutive Committee. The executive committee consists of Messrs. Schwarzman, Gray and Baratta. The board of directors has delegated all of the power and authority of\nthe full board of directors to the executive committee to act when the board of directors is not in session.\nCode of Business Conduct and Ethics\nWe have a Code of Business Conduct and Ethics and a Code of Ethics for Financial Professionals, which apply to our principal executive officer, principal financial officer\nand principal accounting officer. Each of these codes is available on our website at http://ir.blackstone.com under “Corporate Governance.” We intend to disclose any amendment\nto or waiver of the Code of Ethics for Financial Professionals and any waiver of our Code of Business Conduct and Ethics on behalf of an executive officer or director either on our\nwebsite or by filing a Current Report on Form 8-K.\nCorporate Governance Guidelines\nThe board of directors has a Governance Policy, which addresses matters such as the board of directors’ responsibilities and duties and the board of directors’ composition\nand compensation. The Governance Policy is available on our website at http://ir.blackstone.com under “Corporate Governance.”\nCommunications to the Board of Directors\nThe non-management members of our board of directors meet at least quarterly. The presiding director at these non-management board member meetings is Mr. Parrett. All\ninterested parties, including any employee or stockholder, may send communications to the non-management members of our board of directors by writing to: Blackstone Inc.,\nAttn: Audit Committee, 345 Park Avenue, New York, New York 10154.\n \n239\nItem 11.\nExecutive Compensation\nCompensation Discussion and Analysis\n\n\nOverview of Compensation Philosophy and Program\nThe intellectual capital collectively possessed by our senior managing directors (including our named executive officers) and other employees is the most important asset of\nour firm. We invest in people. We hire qualified people, train them, encourage them to provide their best thinking to the firm for the benefit of the investors in the funds we\nmanage, and compensate them in a manner designed to retain and motivate them and align their interests with those of the investors in our funds and our stockholders.\nOur overriding compensation philosophy for our senior managing directors and certain other employees is that compensation should be composed primarily of (a) annual\ncash bonus payments tied to Blackstone’s overall performance and the performance of the applicable business unit(s) in which such employee works, (b) performance interests\n(composed primarily of Performance Allocations, commonly referred to as carried interest, and incentive fee interests) tied to the performance of the investments made by the\nfunds in the business unit in which such employee works or for which he or she has responsibility, and (c) deferred equity awards reflecting the value of our common stock. We\nbelieve that the appropriate combination of annual cash bonus payments and performance interests and/or deferred equity awards encourages our senior managing directors and\nother employees to focus on the underlying performance of our investment funds, as well as the overall performance of the firm and interests of our stockholders, and that base\nsalary should represent a significantly lesser component of total compensation.\nWe believe that the proportion of compensation that is “at risk” should increase as an employee’s level of responsibility rises. Base salary generally represents a smaller\npercentage of the total compensation of employees at higher total compensation levels compared to employees at lower total compensation levels. Employees at higher total\ncompensation levels are generally targeted to receive a greater percentage of their total compensation in the form of participation in performance interests, deferred equity\nawards and, to a lesser extent, annual cash bonuses subject to deferral.\nOur compensation program includes significant elements that discourage excessive risk-taking and align the compensation of our employees with the long-term performance\nof the firm. For example, for accounting purposes we accrue compensation for the Performance Plans (as defined below) related to our carry funds as increases in the carrying\nvalue of the portfolio investments are recorded in those carry funds. Notwithstanding this fact, we only make cash payments to our employees related to carried interest when\nprofitable investments have been realized and cash is distributed first to the investors in our funds, followed by the firm and only then to employees of the firm. Moreover, if a carry\nfund fails to achieve specified investment returns due to diminished performance of later investments, our Performance Plans entitle us to “clawback” carried interest payments\npreviously made to an employee for the benefit of the limited partner investors in that fund, and we escrow a portion of all carried interest payments made to employees to help\nfund their potential future “clawback” obligations, all of which further discourages excessive risk-taking by our employees. Similarly, for our investment funds that pay incentive\nfees, those incentive fees are only paid to the firm and employees of the firm to the extent an applicable fund’s portfolio of investments has profitably appreciated in value (in most\ncases above a specified level) during the applicable period. In addition, and as noted below with respect to our named executive officers, requiring our professional employees to\ninvest in certain of the funds they manage directly aligns the interests of our professionals and our fund investors. In most cases, the carried interest earned on these investments\nrepresent a significant percentage of such professional employees’ after-tax compensation. Lastly, because our equity awards have significant vesting or deferral provisions, the\nactual amount of compensation realized by the recipient is tied directly to the long-term performance of our common stock. In applicable jurisdictions, specifically in the European\nUnion and the United Kingdom, our compensation program includes additional remuneration policies that may limit or otherwise alter the compensation for certain employees\nconsistent with local regulatory requirements and are aimed at, among other things, discouraging inappropriate risk-taking and aligning compensation with the firm’s strategy and\nlong-term interests consistent with our general compensation program.\n \n240\nWe believe our current compensation and benefit offerings for senior professionals are best in class and are consistent with companies in the alternative asset management\nindustry. We generally do not rely on compensation surveys or compensation consultants. Our senior management periodically reviews the effectiveness and competitiveness of\nour compensation program, and such reviews may in the future involve the assistance of independent consultants.\nPersonal Investment Obligations. As part of our compensation philosophy and program, we require our named executive officers to invest their own capital in and alongside\nthe funds that we manage. We believe that this strengthens the alignment of interests between our named executive officers and the investors in those investment funds. (See “—\nItem 13. Certain Relationships and Related Transactions, and Director Independence — Investment In or Alongside Our Funds.”) In determining compensation for our named\nexecutive officers, we do not take into account the gains or losses attributable to the personal investments by our named executive officers in our investment funds.\nMinimum Retained Ownership Requirements. We believe the continued ownership by our named executive officers of significant amounts of our equity affords significant\nalignment of interests with our stockholders. For equity awards granted in 2019 and onward (other than grants made under our Bonus Deferral Plan), our named executive officers\nare required to hold 25% of their vested equity for two years after the applicable vesting event. If the named executive officer’s employment terminates prior to such time,\nhowever, such 25% of the vested equity must be held for two years after termination of employment. The minimum retained ownership requirements for our named executive\nofficers are further described below under “— Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2023 — Terms of Discretionary Equity\nAwards — Minimum Retained Ownership Requirements.”\nNamed Executive Officers\nIn 2023, our named executive officers were:\n \nExecutive\n  Title\nStephen A. Schwarzman\n  Co-Founder, Chairman and Chief Executive Officer\nJonathan D. Gray\n  President and Chief Operating Officer\nMichael S. Chae\n  Chief Financial Officer\nJohn G. Finley\n  Chief Legal Officer\nVikrant Sawhney\n  Chief Administrative Officer and Global Head of Institutional Client Solutions\nCompensation Elements for Named Executive Officers\nThe key elements of the compensation of our named executive officers for 2023 were base compensation, which is composed of base salary, cash bonus and equity-based\ncompensation, and performance compensation, which is composed of carried interest and incentive fee allocations:\n1. Base Salary. Each named executive officer received a $350,000 annual base salary in 2023, which equals the total yearly partnership drawings that were received by\neach of our senior managing directors prior to our initial public offering in 2007. In keeping with historical practice, we continue to pay this amount as a base salary.\n2. Annual Cash Bonus Payments / Deferred Equity Awards . Since our initial public offering, Mr. Schwarzman has not received any cash compensation other than the\n$350,000 annual salary described above and the actual realized carried interest distributions or incentive fees he may receive in respect of his participation in the carried interest\nor incentive fees earned from our funds through our Performance Plans described below. We believe that having Mr. Schwarzman’s compensation largely based on ownership of\na portion of the carried interest or incentive fees earned from our funds aligns his interests with those of the investors in our funds and our stockholders.\n \n241\nEach of our named executive officers other than Mr. Schwarzman received annual cash bonus payments in respect of 2023 in addition to their base salary. These cash\nbonus payments included participation interests in the earnings of the firm’s various investment businesses. For all named executive officers, the amount of cash payments paid\nto such named executive officer at the end of the year in respect of such year was determined in the discretion of Mr. Schwarzman and Mr. Gray, as described below. Earnings\nfor the firm’s investment businesses are calculated based on the annual operating income of the businesses and are generally a function of the performance of the businesses,\nwhich is evaluated by Mr. Schwarzman and Mr. Gray. The ultimate cash payment amounts were based on (a) the prior and anticipated performance of the named executive\nofficer, (b) the prior and anticipated performance of the firm’s segments and product lines, (c) the overall success of the firm and (d) where applicable, the estimated participation\ninterests given to the named executive officer at the beginning of the year in respect of the investments to be made in that year. We make annual cash bonus payments in the first\nquarter of the ensuing year to reward individual performance for the prior year. The ultimate cash payments that are made are fully discretionary as further discussed below under\n“— Determination of Incentive Compensation.”\nFor 2023, all named executive officers other than Mr. Schwarzman were selected to participate in the Bonus Deferral Plan. The Bonus Deferral Plan provides for the deferral\nof a portion of each participant’s annual cash bonus payment. Except as otherwise determined by the Plan Administrator (as defined in the Bonus Deferral Plan), the amount of\neach participant’s annual cash bonus payment deferred under the Bonus Deferral Plan is calculated pursuant to a deferral rate table using the participant’s total annual incentive\ncompensation, which generally includes such participant’s annual cash bonus payment and a portion of any incentive fees earned in connection with our investment funds and is\nsubject to certain adjustments, including reductions for mandatory contributions to our investment funds. By deferring a portion of a participant’s compensation, the Bonus\nDeferral Plan acts as an employment retention mechanism and thereby enhances the alignment of interests between such participant and the firm. Many publicly traded asset\nmanagers utilize deferred compensation plans as a means of retaining and motivating their professionals, and we believe that it is in the interest of our stockholders to do the\n\n\nsame for our personnel.\nOn January 8, 2024, Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney each received a deferral award under the Bonus Deferral Plan of deferred restricted common stock\nunits in respect of their service in 2023. The percentage of the 2023 annual cash bonus payment mandatorily deferred into deferred restricted common stock units for Messrs.\nGray, Chae, Finley and Sawhney was approximately 100%, 30%, 40% and 25%, respectively. These awards are reflected as stock awards for fiscal year 2023 in the Summary\nCompensation Table and in the Grants of Plan-Based Awards in 2023 table.\n3. Discretionary Equity Awards. On April 1, 2023, Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney were awarded a discretionary award of 349,191, 116,397, 104,758 and\n104,758 deferred restricted common stock units, respectively. These awards reflected 2022 performance and were intended to further promote retention and to incentivize future\nperformance. The awards were granted under the 2007 Equity Incentive Plan. The awards will vest 10% on July 1, 2024, 10% on July 1, 2025, 20% on July 1, 2026, 30% on\nJuly 1, 2027 and 30% on July 1, 2028. These awards are reflected as stock awards for fiscal 2023 in the Summary Compensation Table and in the Grants of Plan-Based Awards\nin 2023 table.\nIn January 2024, Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney were each informed of anticipated discretionary awards of deferred restricted common stock units with\nvalues of $25,000,000, $10,000,000, $9,000,000 and $9,000,000, respectively. These anticipated awards reflect 2023 performance and are intended to further promote retention\nand to incentivize future performance. These awards are expected to be granted under the 2007 Equity Incentive Plan on April 1, 2024, subject to the named executive officer’s\ncontinued employment through such date. Once granted, these awards will vest 10% on July 1, 2025, 10% on July 1, 2026, 20% on July 1, 2027, 30% on July 1, 2028 and 30%\non July 1, 2029 and will be reflected as stock awards for fiscal 2024 in the Summary Compensation Table and in the Grants of Plan-Based Awards in 2024 table.\n \n242\n4. Participation in Carried Interest and Incentive Fees . During 2023, all of our named executive officers participated in the carried interest of our carry funds and/or the\nincentive fees of our funds that pay incentive fees through their participation interests in the carry or incentive fee pools generated by these funds. The carry or incentive fee pool\nwith respect to each fund in a given year is funded by a fixed percentage of the total amount of carried interest or incentive fees earned by Blackstone for such fund in that year.\nWe refer to these pools and employee participation therein as our “Performance Plans” and payments made thereunder as “performance payments.” The aggregate amount of\nperformance payments payable through our Performance Plans is directly tied to the performance of the funds, which we believe fosters a strong alignment of interests between\nthe investors in those funds and the named executive officers, and therefore benefits our stockholders. In addition, most alternative asset managers, including several of our\ncompetitors, use participation in carried interest or incentive fees as a central means of compensating and motivating their professionals, and we must do the same in order to\nattract and retain the most qualified personnel. For purposes of our financial statements, we treat the income allocated to all our personnel who have participation interests in the\ncarried interest or incentive fees generated by our funds as compensation, and the amounts of carried interest and incentive fees earned by named executive officers are reflected\nas “All Other Compensation” in the Summary Compensation Table. Distributions in respect of our Performance Plans for each named executive officer are determined on the\nbasis of the percentage participation in the relevant investments previously allocated to that named executive officer, which percentage participations are established in January\nof each year in respect of the investments to be made in that year. The percentage participation for a named executive officer may vary from year to year and fund to fund due to\nseveral factors, which may include changes in the size and composition of the pool of Blackstone personnel participating in such Performance Plan in a given year, the\nperformance of our various businesses, new developments in our businesses and product lines, and the named executive officer’s leadership and oversight of the function for\nwhich the named executive officer is responsible and such named executive officer’s contributions with respect to our strategic initiatives. In addition, certain of our employees,\nincluding our named executive officers, may participate in profit sharing initiatives whereby these individuals may receive allocations of investment income from Blackstone’s firm\ninvestments. Our employees, including our named executive officers, may also receive equity awards in our investment advisory clients and/or be allocated securities of such\nclients that we have received.\n(a) Carried Interest. Distributions of carried interest in cash (or, in some cases, in-kind) to our named executive officers and other employees who participate in our\nPerformance Plans relating to our carry funds depends on the realized proceeds and timing of the cash realizations of the investments owned by the carry funds in which they\nparticipate. Our carry fund agreements also set forth specified preconditions to a carried interest distribution, which typically include that there must have been a positive return on\nthe relevant investment and that the fund must be above its carried interest hurdle rate. In addition, as described below, employees or senior managing directors may also be\nrequired to have fulfilled specified service requirements to be eligible to receive carried interest distributions. For our carry funds, carried interest distributions for the named\nexecutive officer’s participation interests are generally made to the named executive officer following the actual realization of the investment, although a portion of such carried\ninterest is held back by the firm in respect of any future “clawback” obligation related to the fund. In allocating participation interests in the carry pools, we have not historically\ntaken into account or based such allocations on any prior or projected triggering of any “clawback” obligation related to any fund. To the extent any “clawback” obligation were to\nbe triggered for a fund, carried interest previously distributed to a named executive officer would have to be returned to the limited partners of such fund, thereby reducing the\nnamed executive officer’s overall compensation for any such year. Moreover, because a carried interest recipient (including Blackstone itself) may have to fund more than its\nrespective share of a “clawback” obligation under the governing documents (generally, up to an additional 67%), the compensation paid to a named executive officer for any given\nyear could be significantly reduced or even negative in the event a “clawback” obligation were to arise.\nParticipation in carried interest generated by our carry funds for all named executive officers other than Mr. Schwarzman is subject to vesting. Vesting serves as an\nemployment retention mechanism and thereby enhances the alignment of interests between a participant in our Performance Plans and the firm. Carried interest generally vests\nin equal installments on the first through fourth anniversary of the closing of the investment to which it relates (unless an investment is realized prior to the expiration of such four-\nyear anniversary, in which case an active named executive officer is deemed 100% vested in the proceeds of such realizations). In addition, any named executive officer who is\nretirement eligible will automatically vest in 50% of their otherwise unvested carried interest allocation upon retirement. (See “— Non-Competition and Non-Solicitation\nAgreements — Retirement.”) We believe that vesting requirements of carried interest participation enhances the stability of our senior management team and provides greater\nincentives for our named executive officers to remain at the firm. Due to his unique status as a co-founder and the longtime chief executive officer of our firm, Mr. Schwarzman\nvests in 100% of his carried interest participation related to any investment by a carry fund upon the closing of that investment.\n \n243\n(b) Incentive Fees. Cash distributions of incentive fees to our named executive officers and other employees who participate in our Performance Plans relating to the funds\nthat pay incentive fees depend on the performance of the investments owned by those funds in which they participate. For our investment funds that pay incentive fees, those\nincentive fees are only paid to the firm and employees of the firm to the extent an applicable fund’s portfolio of investments has profitably appreciated in value (in most cases\nabove a specified level) during the applicable period and following the calculation of the profit split (if any) between the fund’s general partner or investment adviser and the fund’s\ninvestors.\n(c) Investment Advisory Client Interests. BXMT and Blackstone Real Estate Income Trust (“BREIT”) are investment advisory clients of Blackstone. Compensation we receive\nfrom investment advisory clients in the form of securities may be allocated to employees and senior managing directors. In 2023, Messrs. Schwarzman, Gray, Chae, Finley and\nSawhney were allocated restricted shares of listed common stock of BXMT in connection with investment advisory services provided by Blackstone to BXMT. In 2023, Messrs.\nSchwarzman, Gray, Chae, Finley and Sawhney were also allocated fully vested shares of BREIT. The BREIT shares were allocated in the first quarter of 2023 in respect of 2022\nperformance. The value of these allocated shares is reflected as “All Other Compensation” in the Summary Compensation Table.\n5. Other Benefits. Upon the consummation of our initial public offering in June 2007, we entered into a founding member agreement with our co-founder, Mr. Schwarzman,\nwhich provides (as subsequently amended) specified benefits to him following his retirement. (See “— Narrative Disclosure to Summary Compensation Table and Grants of Plan-\nBased Awards in 2023 — Schwarzman Founding Member Agreement.”) Mr. Schwarzman is provided certain security services, which may include home security systems and\nmonitoring, and personal and related security services. These security services are provided for our benefit, and we consider the related expenses to be appropriate business\nexpenses rather than personal benefits for Mr. Schwarzman. Nevertheless, the expenses associated with these security services are reflected in the “All Other Compensation”\ncolumn of the Summary Compensation Table below to the extent the aggregate amount of all perquisites or other personal benefits received exceeded $10,000.\nDetermination of Incentive Compensation\nMr. Schwarzman reserves final approval of each named executive officer’s compensation, other than his own, and receives recommendations from Mr. Gray on such\ncompensation determinations (other than with respect to Mr. Gray’s own compensation). Mr. Schwarzman’s compensation has been established pursuant to the terms of his\namended and restated founding member agreement, which is described below under “Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards\nin 2023 — Schwarzman Founding Member Agreement.” For 2023, these decisions were based primarily on Mr. Schwarzman’s and Mr. Gray’s assessment of such named\nexecutive officer’s individual performance, operational performance for the areas of the business for which the named executive officer has responsibility, and the named\nexecutive officer’s potential to enhance investment returns for the investors in our funds and service to our advisory clients, and to contribute to long-term stockholder value. In\nevaluating these factors, Mr. Schwarzman and Mr. Gray relied upon their judgment to determine the ultimate amount of a named executive officer’s annual cash bonus payment\nand participation in carried interest, incentive fees and investment advisory client interests that was necessary to properly induce the named executive officer to seek to achieve\nour objectives and reward a named executive officer in achieving those objectives over the course of the prior year. Key factors that Mr. Schwarzman considered in making such\ndetermination with respect to Mr. Gray were his service as President and Chief Operating Officer, his role in overseeing the growth and operations of the firm, and his leadership\n\n\non the strategic direction of the firm. Key factors that Messrs. Schwarzman and Gray considered in making such determinations with respect to Mr. Chae were his leadership and\noversight of our global finance, treasury, technology and corporate development functions and his role in strategic initiatives undertaken by the firm. Key factors that Messrs.\nSchwarzman and Gray considered in making such determinations with respect to Mr. Finley were his leadership and oversight of our global legal and compliance functions, his\nrole in positioning the firm to be compliant with and responsive to evolving legal and regulatory requirements applicable to us and our investment businesses, and his role in\nstrategic initiatives undertaken by the firm. Key factors that Messrs. Schwarzman and Gray considered in making such determinations with respect to Mr. Sawhney were his\nleadership and oversight of our global institutional and private client relationships, his role in overseeing aspects of the firm’s operations and his role in strategic initiatives\nundertaken by the firm. For 2023, Messrs. Schwarzman and Gray also considered Blackstone’s overall performance and each named executive officer’s prior year annual cash\nbonus payments, the named executive officers’ allocated share of performance interests through participation in our Performance Plans, the appropriate balance between\nincentives for long-term and short-term performance, and the compensation paid to the named executive officer’s peers within the firm. The actual cash bonus amounts awarded\nbased on these considerations, net of the portion of Mr. Gray’s, Mr. Chae’s, Mr. Finley’s and Mr. Sawhney’s bonus mandatorily deferred into deferred restricted common stock\nunits pursuant to the Bonus Deferral Plan, are reflected in the “Bonus” column of the Summary Compensation Table below.\n \n244\nCompensation Committee Report\nThe compensation committee of the board of directors has reviewed and discussed with management the foregoing Compensation Discussion and Analysis and, based on\nsuch review and discussion, has determined that the Compensation Discussion and Analysis should be included in this annual report.\nStephen A. Schwarzman\nCompensation Committee Interlocks and Insider Participation\nDuring 2023, our compensation committee was comprised of Mr. Schwarzman, and none of our executive officers served as a director or member of the compensation\ncommittee (or other committee serving an equivalent function) of any other entity whose executive officers served on our compensation committee or our board of directors. For a\ndescription of certain transactions between us and Mr. Schwarzman, see “— Item 13. Certain Relationships and Related Transactions, and Director Independence.”\nSummary Compensation Table\nThe following table provides summary information concerning the compensation of our Chief Executive Officer, our Chief Financial Officer and each of our other named\nexecutive officers for services rendered to us. These individuals are referred to as our named executive officers in this annual report.\n \nName and Principal Position\n  \nYear\n  \nSalary\n  \nBonus (a)\n  \nStock Awards\n(b)\n  \nAll Other\nCompensation\n(c)\n  \nTotal\nStephen A. Schwarzman\n   \n2023   $ 350,000   $\n—   $\n—   $ 119,434,375   $ 119,784,375 \nChairman and\n   \n2022   $ 350,000   $\n—   $\n—   $ 252,772,146   $ 253,122,146 \nChief Executive Officer\n   \n2021   $ 350,000   $\n—   $\n—   $ 159,931,754   $ 160,281,754 \nJonathan D. Gray\n   \n2023   $ 350,000   $\n—   $ 37,504,034   $\n87,484,093   $ 125,338,127 \nPresident and\n   \n2022   $ 350,000   $\n—   $ 54,581,040   $ 241,541,158   $ 296,472,198 \nChief Operating Officer\n   \n2021   $ 350,000   $\n—   $ 52,408,134   $ 103,836,036   $ 156,594,170 \nMichael S. Chae\n   \n2023   $ 350,000   $4,296,409   $ 12,128,412   $\n9,606,467   $\n26,381,288 \nChief Financial Officer\n   \n2022   $ 350,000   $3,179,404   $ 14,586,650   $\n17,909,803   $\n36,025,856 \n   \n2021   $ 350,000   $4,566,274   $ 11,278,331   $\n14,610,658   $\n30,805,263 \nJohn G. Finley\n   \n2023   $ 350,000   $3,091,991   $ 11,315,977   $\n3,150,580   $\n17,908,548 \nChief Legal Officer\n   \n2022   $ 350,000   $2,863,548   $ 12,316,037   $\n6,681,266   $ 22, 210,851 \n   \n2021   $ 350,000   $3,558,699   $ 9,623,557   $\n4,260,136   $\n17,792,392 \nVikrant Sawhney\n   \n2023   $ 350,000   $3,107,641   $ 10,272,784   $\n11,343,099   $\n25,073,524 \nChief Administrative Officer\n  \n  \n  \n  \n  \n  \n \n(a)\nThe amounts reported in this column reflect the annual cash bonus payments made for performance in the indicated year.\nThe amount reported as “bonus” for 2023 for Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney is shown net of their mandatory deferral pursuant to the Bonus Deferral Plan.\nThe deferred amounts for 2023 were as follows: Mr. Gray, $6,650,000, Mr. Chae, $1,853,591, Mr. Finley, $2,058,009 and Mr. Sawhney $1,042,359. For additional\ninformation on the Bonus Deferral Plan, see “— Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2023 — Terms of Deferred\nRestricted Common Stock Units Granted Under the Bonus Deferral Plan in 2024 and Prior Years.”\n \n245\n(b)\nThe reference to “stock” in this table refers to deferred restricted Blackstone Holdings Partnership Units or deferred restricted common stock units. The amounts reported in\nthis column represent the grant date fair value of stock awards granted for financial statement reporting purposes in accordance with GAAP pertaining to equity-based\ncompensation. The assumptions used in determining the grant date fair value are set forth in Note 17. “Equity-Based Compensation” in the “Notes to Consolidated Financial\nStatements” in “Part II. Item 8. Financial Statements and Supplementary Data.”\nAmounts reported for 2023 reflect the following deferred restricted common stock units granted on January 8, 2024, for the 2023 performance under the Bonus Deferral\nPlan: Mr. Gray, 55,837 deferred restricted common stock units with a grant date fair value of $6,831,099, Mr. Chae, 15,564 deferred restricted common stock units with a\ngrant date fair value of $1,904,100, Mr. Finley, 17,280 deferred restricted common stock units with a grant date fair value of $2,114,035 and Mr. Sawhney, 8,753 deferred\nrestricted common stock units with a grant date fair value of $1,070,842. The grant date fair value of these equity awards is computed in accordance with GAAP and\ngenerally differs from the dollar amount of such awards. For additional information on the Bonus Deferral Plan, see “— Narrative Disclosure to Summary Compensation\nTable and Grants of Plan-Based Awards in 2023 — Terms of Discretionary Equity Awards.”\n \n(c)\nAmounts reported for 2023 include distributions, whether in cash or in-kind, in respect of carried interest or incentive fee allocations relating to our Performance Plans to the\nnamed executive officer in 2023 as follows: $79,591,445 for Mr. Schwarzman, $37,666,372 for Mr. Gray, $7,073,412 for Mr. Chae, $2,137,336 for Mr. Finley and\n$8,810,022 for Mr. Sawhney. Any in-kind distributions in respect of carried interest are reported based on the market value of the securities distributed as of the date of\ndistribution. For 2023, no named executive officers received such in-kind distributions. We have determined to present compensation relating to carried interest and incentive\nfees within the Summary Compensation Table in the year in which such compensation is paid to the named executive officer under the terms of the relevant Performance\nPlan. Accordingly, the amounts presented in the table differ from the compensation expense recorded by us on an accrual basis for such year in respect of carried interest\nand incentive fees allocable to a named executive officer, which accrued amounts for 2023 are separately disclosed in this footnote to the Summary Compensation Table.\nWe believe that the presentation of the amounts of carried interest- and incentive fee-related compensation paid to a named executive officer during the year, instead of the\namounts of compensation expense we have recorded on an accrual basis, most appropriately reflects the actual compensation received by the named executive officer and\nrepresents the amount most directly aligned with the named executive officer’s performance. By contrast, the amount of compensation expense accrued in respect of carried\ninterest and incentive fees allocable to a named executive officer can be highly volatile from year to year, with amounts accrued in one year being reversed in a following\nyear, and vice versa, causing such amounts to be less useful as a measure of the compensation earned by a named executive officer in any particular year.\n \n246\nTo the extent compensation expense recorded by us on an accrual basis in respect of carried interest or incentive fee allocations (rather than cash or in-kind distributions)\nwere to be included for 2023, the amounts would be $32,347,255 for Mr. Schwarzman, $(991,108) for Mr. Gray, $3,362,698 for Mr. Chae, $933,029 for Mr. Finley and\n$8,394,392 for Mr. Sawhney. For financial statement reporting purposes, the accrual of compensation expense is equal to the amount of carried interest and incentive fees\nrelated to performance fee revenues as of the last day of the relevant period as if the performance fee revenues in the funds generating such carried interest or incentive\nfees were realized as of the last day of the relevant period.\nAmounts shown for 2023 also include the value of restricted shares of listed common stock of BXMT allocated to our named executive officers based on the closing price of\nBXMT’s common stock on the date of the award as follows: $976,418 for Mr. Schwarzman, $766,122 for Mr. Gray, $80,475 for Mr. Chae, $32,211 for Mr. Finley and\n\n\n$80,496 for Mr. Sawhney. These restricted BXMT shares will vest over three years with one-sixth of the shares vesting at the end of the second quarter after the date of the\naward and the remaining shares vesting in ten equal quarterly installments thereafter. In addition, amounts shown for 2023 also include the value of BREIT shares allocated\nto our named executive officers based on BREIT’s 2022 year-end net asset value as follows: $34,287,068 for Mr. Schwarzman, $49,051,599 for Mr. Gray, $2,452,580 for\nMr. Chae, $981,032 for Mr. Finley and $2,452,580 for Mr. Sawhney. These BREIT shares are fully vested upon delivery. With the exception of $4,579,444 of expenses\nrelated to security services in 2023 for Mr. Schwarzman and members of his family, there were no perquisites or other personal benefits provided to the other named\nexecutive officers for which the aggregate incremental cost to the Company exceeded $10,000, and information regarding any such perquisites or other personal benefits\nhas therefore not been included. As noted above under “— Compensation Discussion and Analysis — Compensation Elements for Named Executive Officers — Other\nBenefits,” we consider the expenses for security services for Mr. Schwarzman to be for our benefit and appropriate business expenses rather than personal benefits for\nMr. Schwarzman. Mr. Schwarzman makes business and personal use of a car and driver and he and members of his family may also make occasional business and\npersonal use of an airplane in which we have a fractional interest. In each case, he bears the full cost of such personal usage. In addition, certain Blackstone personnel\nadminister personal matters for Mr. Schwarzman and members of his family and certain matters for the Stephen A. Schwarzman Education Foundation (“SASEF”) and the\nStephen A. Schwarzman Foundation (“SASF”), and Mr. Schwarzman, SASEF and SASF, as applicable, respectively, bear the full incremental cost to us of such personnel, if\nany. There is no incremental expense incurred by us in connection with the use of any car and driver, airplane or personnel by Mr. Schwarzman, as described above.\n \n247\nGrants of Plan-Based Awards in 2023\nThe following table provides information concerning equity awards granted in 2023 or, for deferred restricted common stock units granted under the Bonus Deferral Plan or\non the same terms as the deferred bonus awards under the Bonus Deferral Plan, with respect to 2023, to our named executive officers:\n \nName\n  \nGrant Date   \nAll Other \nStock Awards:\nNumber of \nShares of \nStock \nor Units\n \nGrant Date Fair\nValue \nof Stock and \nOption \nAwards\nStephen A. Schwarzman\n  \n \n—   \n \n— \n \n$\n— \nJonathan D. Gray\n  \n 4/1/2023   \n 349,191(a)  \n$30,672,936 \n  \n 1/8/2024   \n \n55,837(b)  \n$ 6,831,098 \nMichael S. Chae\n  \n 4/1/2023   \n 116,397(a)  \n$10,224,312 \n  \n 1/8/2024   \n \n15,564(b)  \n$ 1,904,100 \nJohn G. Finley\n  \n 4/1/2023   \n 104,758(a)  \n$ 9,201,942 \n  \n 1/8/2024   \n \n17,280(b)  \n$ 2,114,035 \nVikrant Sawhney\n  \n 4/1/2023   \n 104,758(a)  \n$ 9,201,942 \n  \n 1/8/2024   \n \n8,753(b)  \n$ 1,070,842 \n \n(a)\nRepresents deferred restricted common stock units granted in 2023 under our 2007 Equity Incentive Plan for 2022 performance.\n(b)\nRepresents deferred restricted common stock units granted in 2024 under the Bonus Deferral Plan for 2023 performance. These grants are reflected in the “Stock Awards”\ncolumn of the Summary Compensation Table in 2023.\nNarrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2023\nTerms of Discretionary Equity Awards\nVesting Provisions. The 981,883 deferred restricted Blackstone Holdings Partnership Units granted to Mr. Chae in 2016 began vesting annually in substantially equal\ninstallments over six years beginning on July 1, 2019. The 708,601, 47,241, 47,241 and 9,449 deferred restricted Blackstone Holdings Partnership Units granted in 2019 to Mr.\nGray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, vested 20% on July 1, 2022 and 30% on July 1, 2023, and will vest 50% on July 1, 2024. The 757,217, 216,348,\n108,174 and 216,348 deferred restricted common stock units granted in 2020 to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, vested 10% on July 1, 2021, 10%\non July 1, 2022 and 20% on July 1, 2023, and will vest 30% on July 1, 2024 and 30% on July 1, 2025. The 533,628, 105,322, 91,279 and 119,365 deferred restricted common\nstock units granted in 2021 to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, vested 10% on July 1, 2022 and 10% on July 1, 2023, and will vest 20% on July 1,\n2024, 30% on July 1, 2025 and 30% on July 1, 2026. The 314,747, 86,970, 74,546 and 76,202 deferred restricted common stock units granted in 2022 to Mr. Gray, Mr. Chae,\nMr. Finley and Mr. Sawhney, respectively, vested 10% on July 1, 2023, and will vest 10% on July 1, 2024, 20% on July 1, 2025, 30% on July 1, 2026 and 30% on July 1, 2027.\nThe 349,191, 116,397, 104,758 and 104,758 deferred restricted common stock units granted in 2023 to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, will vest\n10% on July 1, 2024, 10% on July 1, 2025, 20% on July 1, 2026, 30% on July 1, 2027 and 30% on July 1, 2028.\n \n \n248\nExcept as described below, unvested discretionary equity awards are generally forfeited upon termination of employment. With respect to Mr. Gray, the deferred restricted\nBlackstone Holdings Partnership Units granted to him in 2019 and the deferred common stock units granted to him in 2020 and subsequent years will become fully vested if he is\nterminated by us without cause. In addition, upon the death or permanent disability of a named executive officer, all unvested discretionary equity awards of common stock units\nheld at that time will vest immediately. In connection with a named executive officer’s termination of employment due to qualifying retirement, 50% of such units will continue to\nvest and be delivered over the vesting period, subject to forfeiture if the named executive officer violates any applicable provision of his employment agreement or engages in any\ncompetitive activity (as such term is defined in the applicable award agreement). (See “Non-Competition and Non-Solicitation Agreements — Retirement.”) Further, in the event\nof a change in control (defined in the Blackstone Holdings partnership agreements as the occurrence of any person, other than Blackstone Group Management L.L.C. or a\nperson approved by Blackstone Group Management L.L.C., becoming the Series II Preferred Stockholder), all unvested discretionary equity awards will automatically be deemed\nvested as of immediately prior to such change in control.\nAll vested and unvested equity awards (and our common stock delivered upon vesting or received in exchange for Blackstone Holdings Partnership Units) held by a named\nexecutive officer will be immediately forfeited in the event the named executive officer materially breaches any of their restrictive covenants set forth in the non-competition and\nnon-solicitation agreement outlined under “Non-Competition and Non-Solicitation Agreements” or their service is terminated for cause. Notwithstanding the foregoing,\nMr. Schwarzman will not be required to forfeit more than 25% of the units held by him as of March 1, 2018, the date of his amended and restated founding member agreement.\nCash Dividend Equivalents. All discretionary equity awards are entitled to the payment of current cash dividend equivalents. In accordance with the SEC’s rules, the current\ncash dividend equivalents are not required to be reported in the Summary Compensation Table because the amounts of future cash dividends are factored into the grant date fair\nvalue of the awards.\nMinimum Retained Ownership Requirements. For units granted in 2014 and prior years (other than grants made under our Bonus Deferral Plan), while employed by us and\ngenerally for one year following the termination of employment, our named executive officers (except as otherwise provided below) are required to hold at least 25% of all vested\nequity received by such named executive officer; provided that with respect to vested equity received in connection with the reorganization we effected prior to our initial public\noffering, such percentage is reduced to 12.5% upon qualifying retirement. For equity granted in 2015 through 2018 (other than grants made under our Bonus Deferral Plan) our\nnamed executive officers (except as otherwise provided below) are required to hold 25% of their vested equity until the earlier of (1) ten years after the applicable vesting date and\n(2) one year following termination of employment. For equity awards granted in 2019 and onward (other than grants made under our Bonus Deferral Plan), our named executive\nofficers (except as otherwise provided below) are required to hold 25% of their vested equity for two years after the applicable vesting event. If the named executive officer’s\nemployment terminates prior to such time, however, such 25% of the vested equity must be held for two years after termination of employment. The requirement that one\ncontinue to hold such minimum amounts of vested equity is subject to the qualification in Mr. Schwarzman’s case that in no event will he be required to hold equity having a\nmarket value greater than $1.5 billion or hold equity following termination of employment. Each of our named executive officers is in compliance with these minimum retained\nownership requirements.\nTransfer Restrictions. None of our named executive officers may transfer Blackstone Holdings Partnership Units other than pursuant to transactions or programs approved\nby us.\nThis transfer restriction applies to sales and pledges of Blackstone Holdings Partnership Units, grants of options, rights or warrants to purchase Blackstone Holdings\nPartnership Units or swaps or other arrangements that transfer to another, in whole or in part, any of the economic consequences of ownership of the Blackstone Holdings\nPartnership Units other than as approved by us. We will generally approve pledges or transfers to personal planning vehicles beneficially owned by the families of our pre-IPO\n\n\nowners and charitable gifts, provided that the pledgee, transferee or donee agrees to be subject to the same transfer restrictions. Transfers to Blackstone are also exempt from\nthe transfer restrictions.\n \n249\nThe transfer restrictions set forth above will continue to apply generally for one year following the termination of employment of a named executive officer other than\nMr. Schwarzman for any reason, except that the transfer restrictions set forth above will lapse upon death or permanent disability or in the event of a change in control (as\ndefined above).\nTerms of Deferred Restricted Common Stock Units Granted Under the Bonus Deferral Plan in 2024 and Prior Years\nIn 2007, we established our Bonus Deferral Plan for certain eligible employees in order to provide such eligible employees with a pre-tax deferred incentive compensation\nopportunity and to enhance the alignment of interests between such eligible employees and Blackstone. The Bonus Deferral Plan is an unfunded, nonqualified Bonus Deferral\nPlan which provides for the automatic, mandatory deferral of a portion of each participant’s annual cash bonus payment.\nAt the end of each year, the Plan Administrator selects plan participants in its sole discretion and notifies such individuals that they have been selected to participate in the\nBonus Deferral Plan for such year. Participation is mandatory for those employees selected by the Plan Administrator to be participants. An individual who is not so selected may\nnot elect to participate in the Bonus Deferral Plan. The selection of participants is made on an annual basis; an individual selected to participate in the Bonus Deferral Plan for a\ngiven year may not necessarily be selected to participate in a subsequent year. For 2023, all employees other than Mr. Schwarzman, who received no bonus in respect of 2023,\nwere selected to participate in the Bonus Deferral Plan, with the deferred amount (if any) determined in accordance with the table described below or as otherwise determined in\nthe discretion of the Plan Administrator. For fiscal 2023, the Plan Administrator determined that 100% of Mr. Gray’s annual cash bonus payment would be deferred.\nIn respect of the deferred portion of his or her annual cash bonus payment, each participant receives deferral units which represent rights to receive in the future a specified\namount of common stock units under our 2007 Equity Incentive Plan, subject to vesting provisions described below. The amount of each participant’s annual cash bonus payment\ndeferred under the Bonus Deferral Plan is calculated pursuant to a deferral rate table using the participant’s total annual incentive compensation, which generally includes such\nparticipant’s annual cash bonus payment and a portion of any incentive fees earned in connection with our investment funds, and is subject to certain adjustments, including\nreductions for mandatory contributions to our investment funds. For deferrals of annual cash bonus payments, the deferral percentage was calculated on the basis set forth in the\nfollowing table (or such other table that may be adopted by the Plan Administrator).\n \nPortion of Annual Incentive\n  \nMarginal\nDeferral Rate\nApplicable to\nSuch Portion   \nEffective\nDeferral Rate for\nEntire Annual\nBonus (a)\n$0—100,000\n  \n \n0%    \n \n0.0%  \n$100,001—200,000\n  \n \n15%    \n \n7.5%  \n$200,001—500,000\n  \n \n20%    \n \n15.0%  \n$500,001—750,000\n  \n \n30%    \n \n20.0%  \n$750,001—1,250,000\n  \n \n40%    \n \n28.0%  \n$1,250,001—2,000,000\n  \n \n45%    \n \n34.4%  \n$2,000,001—3,000,000\n  \n \n50%    \n \n39.6%  \n$3,000,001—4,000,000\n  \n \n55%    \n \n43.4%  \n$4,000,001—5,000,000\n  \n \n60%    \n \n46.8%  \n$5,000,000 +\n  \n \n65%    \n \n52.8%  \n \n(a)\nEffective deferral rates are shown for illustrative purposes only and are based on an annual cash payment equal to the maximum amount in the range shown in the far left\ncolumn (which is assumed to be $7,500,000 for the last range shown).\n \n250\nMandatory Deferral Awards. Generally, deferral units are satisfied by delivery of shares of our common stock in equal annual installments over a three-year deferral period.\nDelivery of shares of our common stock underlying vested deferral units is generally made during open trading window periods to facilitate the participant’s liquidity to meet tax\nobligations. If the participant’s employment is terminated for cause, the participant’s undelivered deferral units (vested and unvested) will be immediately forfeited. Upon a change\nin control or termination of the participant’s employment because of death, any undelivered deferral units (vested and unvested) will become immediately deliverable. Unvested\nbonus deferral awards will be forfeited upon resignation, will immediately vest and be delivered if the participant’s employment is terminated without cause or because of disability\nand, in connection with a qualifying retirement, will continue to vest and be delivered over the applicable deferral period, subject to forfeiture if the participant violates any\napplicable provision of his or her employment agreement or engages in any competitive activity (as such term is defined in the Bonus Deferral Plan).\nThe 94,504, 52,993, 38,734 and 4,822 deferred restricted common stock granted to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, in 2021 for 2020\nperformance vested one-third on January 1, 2022, one-third on January 1, 2023, and one-third on January 1, 2024. The 105,312, 28,797, 23,663 and 12,074 deferred restricted\ncommon stock granted to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, in 2022 for 2021 performance vested one-third on January 1, 2023, one-third on\nJanuary 1, 2024 and will vest one-third on January 1, 2025. The 176,874, 42,730, 34,307 and 57,250 deferred restricted common stock granted to Mr. Gray, Mr. Chae, Mr. Finley\nand Mr. Sawhney, respectively, in 2023 for 2022 performance vested one-third on January 1, 2024, and will vest one-third on January 1, 2025 and one-third on January 1, 2026.\nThe 55,837, 15,564, 17,280 and 8,753 deferred restricted common stock granted to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney, respectively, in 2024 for 2023 performance\nwill vest one-third on January 1, 2025, one-third on January 1, 2026 and one-third on January 1, 2027.\nSchwarzman Founding Member Agreement\nUpon the consummation of our initial public offering, we entered into a founding member agreement with Mr. Schwarzman. On March 1, 2018, we amended and restated\nthis agreement, with the approval of a committee of independent directors advised by independent counsel, to address certain retirement benefits to be received by\nMr. Schwarzman. Mr. Schwarzman’s agreement provides that he will remain our Chairman and Chief Executive Officer (or, as determined by Mr. Schwarzman, our Chairman or\nExecutive Chairman) while continuing service with us and requires him to give us six months’ prior written notice of intent to terminate service with us. The agreement provides\nthat following retirement (or, if applicable, the date on which he ceases active service as a result of his permanent disability), Mr. Schwarzman will be provided with specified\nretirement benefits for the remainder of his life, including that he be permitted to retain his then current office and continue to be provided with administrative support, access to\noffice services and a car and driver. Mr. Schwarzman will also continue to receive health benefits following his retirement until his death, subject to his continuing payment of the\nrelated health insurance premiums consistent with current policies. Finally, Mr. Schwarzman will also receive reimbursement for travel costs (including travel on personal aircraft)\nfor Blackstone related business functions, annual home and personal security benefits, reasonable access to our Chief Legal Officer, reasonable access to certain events, legal\nrepresentation for Blackstone related matters, and, subject to his continuing payment of costs and expenses related thereto, he will continue to be provided with offices,\ntechnology and support for his family office team at levels consistent with current practice.\n \n251\nThe agreement provides that, following Mr. Schwarzman’s termination of service, he or related entities will remain entitled to receive awards of carried interest at reduced\nlevels until the later of February 14, 2027 or the date of Mr. Schwarzman’s death. The profit sharing percentage for any carried interest awarded in new funds launched after\nMr. Schwarzman’s termination of service shall generally be set at 50% of the profit sharing percentage Mr. Schwarzman held in the most recent corresponding predecessor fund\nprior to his termination of employment or, in the case of new funds without a corresponding predecessor fund prior to Mr. Schwarzman’s termination of service, a profit sharing\npercentage set at 50% of the median of the aggregate profit sharing percentages held by Mr. Schwarzman at the time of his termination of service.\nWhile currently Mr. Schwarzman is entitled to invest in or alongside our investment funds without being subject to management fees or carried interest, this has been\nextended to continue until ten years following the date of Mr. Schwarzman’s death as to Mr. Schwarzman, his estate and related entities.\nOn July 1, 2019, in connection with the Conversion and with the approval of the conflicts committee advised by independent counsel, we amended this agreement to\naddress the ongoing compensation to be received by Mr. Schwarzman. Pursuant to the amended agreement, Mr. Schwarzman is entitled to distributions and benefits in amounts\nand at levels that are consistent with current practices. In addition, the amended agreement provides that, prior to Mr. Schwarzman’s termination of service, the profit sharing\npercentage for any carried interest in new funds in which there is a corresponding predecessor fund shall be set at the same profit sharing percentage he or related entities held\nin the most recent such predecessor fund and, in the case where there is no such predecessor fund, the profit sharing percentage shall be set at the median profit sharing\npercentage owned by him or related entities across all funds existing at the time in question. In connection with the amended agreement, Mr. Schwarzman informed the former\n\n\nconflicts committee of our board of directors that he has no current plan to retire.\nSenior Managing Director Agreements\nWe have entered into substantially similar senior managing director agreements with each of our named executive officers and other senior managing directors, other than\nour founder. The agreements generally provide that each senior managing director will devote substantially all of his or her business time, skill, energies and attention to us in a\ndiligent manner. Each senior managing director will be paid distributions and receive benefits in amounts determined by Blackstone from time to time in its sole discretion. The\nagreements require us to provide the senior managing director with 90 days’ prior written notice prior to terminating his or her service with us (other than a termination for cause).\nAdditionally, the agreements with our named executive officers require each senior managing director to give us 90 days’ prior written notice of intent to terminate service with us\nand include terms under which the senior managing director may be placed on a 90-day period of “garden leave” following the senior managing director’s termination of service\n(as further described under the caption “— Non-Competition and Non-Solicitation Agreements” below).\n \n252\nOutstanding Equity Awards at 2023 Fiscal Year End\nThe following table provides information regarding outstanding unvested equity awards made to our named executive officers as of December 31, 2023.\n \n \n  \nStock Awards (a)\nName\n  \nNumber of \nShares or Units of\nStock That \nHave Not \nVested\n  \nMarket Value of\nShares or \nUnits of Stock \nThat Have \nNot Vested (b)\nStephen A. Schwarzman\n  \n \n—   \n$\n— \nJonathan D. Gray\n  \n \n2,202,419   \n$287,861,614 \nMichael S. Chae (c)\n  \n \n691,162   \n$ 90,353,390 \nJohn G. Finley (c)\n  \n \n413,673   \n$ 54,009,807 \nVikrant Sawhney\n  \n \n479,026   \n$ 62,638,983 \n \n(a)\nThe references to “stock” or “shares” in this table refer to unvested deferred restricted Blackstone Holdings Partnership Units and unvested deferred restricted common stock\nunits (including deferred restricted common stock units granted under the Bonus Deferral Plan to Messrs. Gray, Chae, Finley and Sawhney in 2024 in respect of 2023\nperformance). The vesting terms of these awards are described under the caption “Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards\nin 2023” above.\n(b)\nThe dollar amounts shown under this column were calculated by multiplying the number of unvested deferred restricted Blackstone Holdings Partnership Units or unvested\ndeferred restricted common stock units held by the named executive officer by the closing market price of $130.92 per share of our common stock on December 29, 2023,\nthe last trading day of 2023, other than the deferred restricted common stock units granted in 2024 in respect of 2023 performance, which are valued as of the date of their\ngrant.\n(c)\nAmounts reported for Messrs. Chae and Finley include (1) 93,635 and 11,811 deferred restricted Blackstone Holdings Partnership Units, respectively, which reflects 50% of\nthe unvested deferred restricted Blackstone Holdings Partnership Units that have been granted to Messrs. Chae and Finley as discretionary equity awards, (2) 204,369 and\n154,890 deferred restricted common stock units, respectively, which reflects 50% of the unvested deferred restricted common stock units that have been granted to Messrs.\nChae and Finley as discretionary equity awards and (3) 95,156 and 80,273 deferred restricted common stock units, respectively, granted to Messrs. Chae and Finley\npursuant to the Bonus Deferral Plan, which are considered vested and undelivered for financial statement reporting purposes in accordance with GAAP pertaining to equity-\nbased compensation due the retirement eligibility of Messrs. Chae and Finley. Upon retirement the deferred restricted Blackstone Holdings Partnership Units are scheduled\nto vest and be delivered over the vesting period and the deferred restricted common stock units are scheduled to be delivered in equal annual installments over the three\nyear deferral period, in each case subject to forfeiture if the named executive officer violates any applicable provision of his employment agreement or engages in any\ncompetitive activity (as such term is defined in the applicable award agreement or the Bonus Deferral Plan, as applicable).\n \n253\nOption Exercises and Stock Vested in 2023\nThe following table provides information regarding the number of outstanding initially unvested equity awards made to our named executive officers that vested during 2023:\n \n \n  \nStock Awards (a)\nName\n  \nNumber of Shares\nAcquired on Vesting  \nValue\nRealized \non Vesting (b)\nStephen A. Schwarzman\n  \n \n—   \n$\n— \nJonathan D. Gray\n  \n \n515,465   \n$46,671,939 \nMichael S. Chae\n  \n \n277,743   \n$25,118,925 \nJohn G. Finley\n  \n \n86,841   \n$ 7,426,599 \nVikrant Sawhney\n  \n \n76,696   \n$ 6,995,887 \n \n(a)\nThe references to “stock” or “shares” in this table refer to deferred restricted Blackstone Holdings Partnership Units and our deferred restricted common stock units.\n(b)\nThe value realized on vesting is based on the closing market prices of our common stock on the day of vesting.\nPotential Payments Upon Termination of Employment or Change in Control\nUpon a change of control event where any person, other than Blackstone Group Management L.L.C. or a person approved by Blackstone Group Management L.L.C.,\nbecomes the Series II Preferred Stockholder or a termination of employment because of death or disability, any unvested deferred restricted Blackstone Holdings Partnership\nUnits or unvested deferred restricted common stock units held by any of our named executive officers will automatically be deemed vested as of immediately prior to such\noccurrence of such change of control or such termination of employment. Had such a change of control or such a termination of employment occurred on December 29, 2023, the\nlast business day of 2023, each of our continuing named executive officers would have vested in the following numbers of deferred restricted Blackstone Holdings Partnership\nUnits and deferred restricted common stock units, having the following values based on our closing market price of $130.92 per share of common stock on December 29, 2023,\nother than the deferred restricted common stock units granted to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney in 2024 in respect of 2023 performance, which are valued as of\nthe date of their grant: Mr. Schwarzman had no outstanding unvested equity at December 29, 2023; Mr. Gray — 354,301 deferred restricted Blackstone Holdings Partnership\nUnits and 1,848,118 deferred restricted common stock units with an aggregate value of $287,861,614, Mr. Chae — 187,269 deferred restricted Blackstone Holdings Partnership\nUnits and 503,893 deferred restricted common stock units with an aggregate value of $90,353,390, Mr. Finley — 23,621 deferred restricted Blackstone Holdings Partnership\nUnits and 390,052 deferred restricted common stock units with an aggregate value of $54,009,807, and Mr. Sawhney — 4,725 deferred restricted Blackstone Holdings\nPartnership Units and 474,301 deferred restricted common stock units with an aggregate value of $62,638,983. In addition, the Bonus Deferral Plan provides that upon a change\nin control or termination of the participant’s employment because of death, any fully vested but undelivered deferred restricted common stock units will become immediately\ndeliverable.\nIn connection with a named executive officer’s termination of employment due to qualifying retirement, 50% of the unvested deferred restricted Blackstone Holdings\nPartnership Units will continue to vest and be delivered over the vesting period and any unvested deferred restricted common stock units will vest and be delivered in equal\nannual installments over the three year deferral period, in each case subject to forfeiture if the named executive officer violates any applicable provision of his employment\nagreement or engages in any competitive activity (as such term is defined in the applicable award agreement or the Bonus Deferral Plan, as applicable).\n \n254\n(See “Non-Competition and Non-Solicitation Agreements — Retirement.”) As of December 29, 2023, Messrs. Chae and Finley were retirement eligible. If Mr. Chae or Mr. Finley\nhad retired on December 29, 2023, 93,635 and 11,811 of their deferred restricted Blackstone Holdings Partnership Units, respectively, and 204,369 and 154,890 of their deferred\nrestricted common units granted as discretionary awards, respectively, would continue to vest and be delivered over the vesting period and 95,156 and 80,273 of their deferred\nrestricted common stock units, respectively would vest and be delivered over the three year deferral period, in each case subject to forfeiture if the named executive officer\nviolates any applicable provision of his employment agreement or engages in any competitive activity (as such term is defined in the applicable award agreement or the Bonus\nDeferral Plan, as applicable).\n\n\nUpon a termination of Mr. Gray’s, Mr. Chae’s, Mr. Finley’s or Mr. Sawhney’s employment without cause, the deferred restricted common stock units granted to each of them\nunder the Bonus Deferral Plan in respect of 2023, 2022 and 2021, as applicable, will become fully vested. Had such a termination of employment occurred on December 29,\n2023, the last business day of 2023, each of Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney would have vested in the following numbers of deferred restricted common stock\nunits, respectively, having the following values based on our closing market price of $130.92 per share of common stock on December 29, 2023, other than the deferred restricted\ncommon stock units granted to Mr. Gray, Mr. Chae, Mr. Finley and Mr. Sawhney in 2024 in respect of 2023 performance, which are valued as of the date of their grant: Mr. Gray\n— 334,420 deferred restricted common stock units with an aggregate value of $43,303,186, Mr. Chae — 95,156 deferred restricted common stock units with an aggregate value\nof $12,324,284, Mr. Finley — 80,273 deferred restricted common stock units with an aggregate value of $10,361,079 and Mr. Sawhney — 75,659 deferred restricted common\nstock units with an aggregate value of $9,830,176.\nUpon a termination of Mr. Gray’s employment without cause, the deferred restricted Blackstone Holdings Partnership Units granted to him on July 1, 2019 and the deferred\nrestricted common stock units granted to him on April 1, 2020, April 1, 2021, April 1, 2022 and April 1, 2023 will become fully vested. Had such a termination occurred on\nDecember 29, 2023, the last business day of 2023, Mr. Gray would have vested in 354,301 deferred restricted Blackstone Holdings Partnership units with a value of $46,385,087\nand 1,513,698 deferred restricted common stock units with a value of $198,173,342 based on our closing market price of $130.92 per share of our common stock on\nDecember 29, 2023.\nIn addition, except as described below, unvested carried interest in our carry funds is generally forfeited upon termination of employment. Upon the death or disability of any\nnamed executive officer who participates in the carried interest of our carry funds, the named executive officer will be deemed 100% vested in any unvested portion of carried\ninterest in our carry funds. Furthermore, any named executive officer that is retirement eligible will automatically vest in 50% of their otherwise unvested carried interest allocation\nupon retirement. (See “— Non-Competition and Non-Solicitation Agreements — Retirement.”) In addition, pursuant to Mr. Schwarzman’s founding member agreement described\nabove under “Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2023 — Schwarzman Founding Member Agreement,” following\nretirement and for the remainder of his life, Mr. Schwarzman will be provided with specified retirement benefits, including a car and driver, retention of his current office,\nadministrative support and annual home and personal security benefits. The value of such retirement benefits is estimated at approximately $6.2 million per year based on 2023\ncosts. We have not assigned a value to the entitlements of Mr. Schwarzman and his estate and related entities to receive carried interest in new funds or to invest in our\ninvestment funds fee free following his termination of service as such value cannot be reasonably estimated. We anticipate that any incremental cost to us with respect to the\nother personal benefits to which Mr. Schwarzman is entitled following his retirement will be de minimis.\nNon-Competition and Non-Solicitation Agreements\nUpon the consummation of our initial public offering, we entered into a non-competition and non-solicitation agreement with our founder, our other senior managing\ndirectors, and most of our other professional employees and specified senior administrative personnel. Senior managing directors and other personnel who joined the firm after\nour initial public offering have also executed similar restrictive covenant agreements, with the agreements covering non-senior managing directors being subject to certain\nvariations from the terms described below based on their respective positions and local law limitations. The following are descriptions of the material terms of the agreements\ncovering senior managing directors. With the exception of the differences noted in the description below, the terms of each non-competition and non-solicitation agreement\ncovering senior managing directors are generally in relevant part similar.\n \n255\nFull-Time Commitment. Each senior managing director agrees to devote substantially all of their business time, skill, energies and attention to responsibilities at Blackstone\nin a diligent manner. Mr. Schwarzman has agreed that our business will be his principal business pursuit and that he will devote such time and attention to the business of the firm\nas may be reasonably requested by us.\nConfidentiality. Each senior managing director is required, whether during or after employment with us, to protect and use “confidential information” in accordance with strict\nrestrictions placed by us on its use and disclosure. Every employee is subject to similar strict confidentiality obligations imposed by our Code of Conduct applicable to all\nBlackstone personnel.\nNotice of Termination. Each senior managing director is required to give us prior written notice of the intention to leave our employ — six months in the case of\nMr. Schwarzman and 90 days for all of our other senior managing directors. In certain jurisdictions, the notice period as described in the preceding sentence is lengthened to\ninclude the potential garden leave period described below, in which case such notice and garden leave periods run concurrently.\nGarden Leave. Generally, upon voluntary departure from the firm, Blackstone has the right, but not the obligation, to place the senior managing director on a 90-day period\nof “garden leave.” During this period the senior managing director will continue to receive base compensation and benefits but is prohibited from commencing employment with a\nnew employer until the garden leave period has expired. The period of garden leave for each senior managing director will run concurrently with the non-competition Restricted\nPeriod that applies as described below and, as noted above, may also run concurrently with the notice period in certain jurisdictions. Mr. Schwarzman is subject to\nnon-competition covenants but not garden leave requirements.\nNon-Competition. During the term of employment of each senior managing director, and during the Restricted Period (as such term is defined below) immediately thereafter,\nthe senior managing director will not, directly or indirectly:\n \n \n•\n \nengage in any business activity in which we operate, including any competitive business,\n \n•\n \nrender any services to any competitive business, or\n \n•\n \nacquire a financial interest in or become actively involved with any competitive business (other than as a passive investor holding minimal percentages of the stock\nof public companies).\n“Competitive business” means any business that competes, during the term of employment through the date of termination, with our business, including any businesses that\nwe are actively considering conducting at the time of the senior managing director’s termination of employment, so long as the senior managing director knows or reasonably\nshould have known about such plans, in any geographical or market area where we or our affiliates provide our products or services.\nNon-Solicitation. During the term of employment of each senior managing director, and during the Restricted Period immediately thereafter, the senior managing director will\nnot, directly or indirectly, in any manner solicit any of our employees to leave their employment with us or hire any such employee who was employed by us as of the date of the\nsenior managing director’s termination or who left employment with us within one year prior to or after the date of the senior managing director’s termination. Additionally, each\nsenior managing director may not solicit or encourage to cease to work with us any consultant or senior advisers that the senior managing director knows or should know is under\ncontract with us.\nIn addition, during the term of employment of each senior managing director, and during the Restricted Period immediately thereafter, the senior managing director will not,\ndirectly or indirectly, in any manner solicit the business of any client or prospective client of ours with whom the senior managing director, employees reporting to the senior\nmanaging director, or anyone whom the senior managing director had direct or indirect responsibility over had personal contact or dealings on our behalf during the three-year\nperiod immediately preceding the senior managing director’s termination. Senior managing directors who are employed in our asset management businesses are subject to a\nsimilar non-solicitation covenant with respect to investors and prospective investors in our investment funds.\nNon-Interference and Non-Disparagement . During the term of employment of each senior managing director, and during the Restricted Period immediately thereafter, the\nsenior managing director may not interfere with business relationships between us and any of our clients, customers, suppliers or partners. Each senior managing director is also\nprohibited from disparaging us in any way. However, such interference and disparagement prohibitions are subject to certain limitations as required by law.\n \n256\nRestricted Period. For purposes of the foregoing covenants, the “Restricted Period” will generally be defined as follows:\n \nCovenant\n  \nStephen A. Schwarzman\n  \nOther Senior\nManaging Directors\nNon-competition\n  \nTwo years after termination of employment.\n  \nOne year after termination of employment (or 90 days\nin the event of a termination without “cause”).\nNon-solicitation of Blackstone employees\n  Two years after termination of employment.\n  Two years after termination of employment.\nNon-solicitation of Blackstone clients or investors\n  Two years after termination of employment.\n  One year after termination of employment.\nNon-interference with business relationships\n  Two years after termination of employment.\n  One year after termination of employment.\n\n\nRetirement. Blackstone personnel are eligible to retire if they have satisfied either of the following tests: (a) one has reached the age of 65 and has at least five full years of\nservice with our firm; or (b) generally one has reached the age of 55 and has at least five full years of service with our firm and the sum of his or her age plus years of service with\nour firm totals at least 65.\nIntellectual Property. Each senior managing director is subject to customary intellectual property covenants with respect to works created, invented, designed or developed\nby such senior managing director that are relevant to or implicated by employment with us.\nSpecific Performance. In the case of any breach of the confidentiality, non-competition, non-solicitation, non-interference, non-disparagement or intellectual property\nprovisions by a senior managing director, the breaching individual agrees that we will be entitled to seek equitable relief in the form of specific performance, restraining orders,\ninjunctions or other equitable remedies (including forfeiture of the breaching individual’s vested and unvested interests in Blackstone).\nPay Ratio Disclosure\nAs required by Section 953(b) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(u) of Regulation S-K, we are providing the following\ninformation regarding the ratio of the annual total compensation for our principal executive officer to the median of the annual total compensation of all our employees (other than\nour principal executive officer) (the “CEO Pay Ratio”). Our CEO Pay Ratio is a reasonable estimate calculated in a manner consistent with Item 402(u). However, due to the\nflexibility afforded by Item 402(u) in calculating the CEO Pay Ratio, our CEO Pay Ratio may not be comparable to the CEO pay ratios presented by other companies. As of\nDecember 31, 2023, we employed approximately 4,735 people, including our 239 senior managing directors. We identified our median employee using our global employee\npopulation as of December 31, 2023. To identify our median employee, we used annual base salary and bonuses earned in 2023. We believe this consistently applied\ncompensation measure reasonably reflects annual compensation across our employee base. Application of our consistently applied compensation measure identified a group of\nemployees with the same total annual base salary and cash bonus earned in 2023. We identified our median employee from among these employees by reviewing the\ncomponents of their annual total compensation and selecting the employee whose title, tenure and compensation characteristics most accurately reflected the compensation of a\ntypical employee. After identifying our median employee, we calculated the median employee’s annual total compensation in accordance with the requirements of the Summary\nCompensation Table. For 2023, the annual total compensation for Mr. Schwarzman, our principal executive officer, was $119,784,375 and our median employee’s annual total\ncompensation was $245,000. Accordingly, annual total compensation of our principal executive officer was approximately four hundred eighty nine times the annual total\ncompensation of our median employee.\n \n257\nDirector Compensation in 2023\nNo additional remuneration is paid to our employees for service on our board of directors. In 2023, each of our non-employee directors received an annual cash retainer of\n$150,000 and a grant of deferred restricted common stock units equivalent in value to $210,000, with a grant date fair value determined as described in footnote (a) to the first\ntable below. An additional $40,000 annual retainer was paid to the Chairman of the Audit Committee during 2023, $30,000 of which was paid in cash and the remainder of which\nwas paid in the form of deferred restricted common stock units equivalent in value to $10,000 and with the same vesting terms as the other deferred restricted common stock\nunits. The amounts of our non-employee directors’ compensation were approved by our board of directors upon the recommendation of our founder following his review of\ndirectors’ compensation paid by comparable companies. The following table provides the director compensation for our directors for 2023:\n \nName\n  \nFees\nEarned or\nPaid in\nCash\n  \nStock\nAwards \n(a)(b)\n  \nTotal\nKelly A. Ayotte\n  \n$ 150,000   \n$ 209,222   \n$ 359,222 \nJoseph P. Baratta (c)\n  \n$\n—   \n$\n—   \n$\n— \nJames W. Breyer\n  \n$ 150,000   \n$ 210,037   \n$ 360,037 \nReginald J. Brown\n  \n$ 150,000   \n$ 209,601   \n$ 359,601 \nSir John Hood (d)\n  \n$ 100,000   \n$ 209,222   \n$ 309,222 \nRochelle B. Lazarus\n  \n$ 150,000   \n$ 209,831   \n$ 359,831 \nThe Right Honorable Brian Mulroney\n  \n$ 150,000   \n$ 208,475   \n$ 358,475 \nWilliam G. Parrett\n  \n$ 180,000   \n$ 217,331   \n$ 397,331 \nRuth Porat\n  \n$ 150,000   \n$ 208,884   \n$ 358,884 \n \n(a)\nThe references to “stock” in this table refer to our deferred restricted common stock units. Amounts for 2023 represent the grant date fair value of stock awards granted in\nthe year, computed in accordance with GAAP, pertaining to equity-based compensation. The assumptions used in determining the grant date fair value are set forth in Note\n16. “Earnings Per Share and Stockholders’ Equity” in the “Notes to Consolidated Financial Statements” in “Part II. Item 8. Financial Statements and Supplementary Data.”\nThese deferred restricted common stock units vest, and the underlying shares of common stock will be delivered, on the first anniversary of the date of the grant, subject to\nthe director’s continued service on our board of directors.\n(b)\nEach of our non-employee directors was granted deferred restricted common stock units upon appointment as a director. In 2023, in connection with the anniversary of his\nor her initial grant, each of the following directors was granted deferred restricted common stock units: Ms. Ayotte — 2,525 units; Mr. Breyer — 2,019 units; Mr. Brown —\n1,842 units; Mr. Hood — 2,525 units; Ms. Lazarus — 2,283 units; Mr. Mulroney — 2,339 units; Mr. Parrett — 2,244 units; and Ms. Porat — 2,378 units.\n \n258\nThe following table provides information regarding outstanding unvested equity awards made to our directors as of December 31, 2023:\n \n \n  \nStock Awards (1)\nName\n  \nNumber of \nShares or \nUnits of \nStock That \nHave Not \nVested\n  \nMarket \nValue of \nShares or \nUnits of \nStock That \nHave Not \nVested (2)\nKelly A. Ayotte\n  \n \n2,525   \n$ 330,573 \nJames W. Breyer\n  \n \n2,019   \n$ 264,327 \nReginald J. Brown\n  \n \n1,842   \n$ 241,155 \nRochelle B. Lazarus\n  \n \n2,283   \n$ 298,890 \nThe Right Honorable Brian Mulroney\n  \n \n2,339   \n$ 306,222 \nWilliam G. Parrett\n  \n \n2,244   \n$ 293,784 \nRuth Porat\n  \n \n2,378   \n$ 311,328 \n \n \n(1)\nThe references to “stock” or “shares” in this table refer to our deferred restricted common stock units.\n \n(2)\nThe dollar amounts shown in this column were calculated by multiplying the number of unvested deferred restricted common stock units held by the director by the\nclosing market price of $130.92 per share of our common stock on December 29, 2023, the last trading day of 2023.\n \n(c)\nMr. Baratta is an employee and no additional remuneration is paid to him for his service as a director. Mr. Baratta’s employee compensation is discussed in “— Item 13.\nCertain Relationships and Related Transactions, and Director Independence.”\n(d)\nEffective August 25, 2023, Mr. Hood stepped down from the board of directors due to personal health reasons. Mr. Hood’s unvested equity awards vested immediately upon\nhis resignation from the board, pursuant to the terms thereof.\n \n259\nItem 12.\nSecurity Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters\nThe following table sets forth information regarding the beneficial ownership of our common stock and Blackstone Holdings Partnership Units as of February 16, 2024 by:\n\n\n \n \n•\n \neach person known to us to beneficially own 5% of any class of the outstanding voting securities of Blackstone Inc.,\n \n•\n \neach member of our board of directors,\n \n•\n \neach of our named executive officers, and\n \n•\n \nall our current directors and executive officers as a group.\nThe amounts and percentage of common stock and Blackstone Holdings Partnership Units beneficially owned are reported on the basis of regulations of the SEC governing\nthe determination of beneficial ownership of securities. Under the rules of the SEC, a person is deemed to be a “beneficial owner” of a security if that person has or shares “voting\npower,” which includes the power to vote or to direct the voting of such security, or “investment power,” which includes the power to dispose of or to direct the disposition of such\nsecurity. A person is also deemed to be a beneficial owner of any securities of which that person has a right to acquire beneficial ownership within 60 days of February 16, 2024.\nUnder these rules, more than one person may be deemed a beneficial owner of the same securities and a person may be deemed a beneficial owner of securities as to which he\nhas no economic interest. Except as indicated by footnote, the persons named in the table below have sole voting and investment power with respect to all securities shown as\nbeneficially owned by them, subject to community property laws where applicable. Unless otherwise included, for purposes of this table, the principal business address for each\nsuch person is c/o Blackstone Inc., 345 Park Avenue, New York, New York 10154.\n \n \n  \nShares of Common Stock \nBeneficially Owned\n \nBlackstone Holdings \nPartnership Units \nBeneficially Owned (a)\nName of Beneficial Owner\n  \nNumber\n  \n% of \nClass\n \nNumber\n  \n% of \nClass\n5% Stockholders\n  \n  \n \n  \nThe Vanguard Group, Inc. (b)\n  \n 62,972,154   \n \n8.8%  \n \n—   \n \n— \nBlackRock, Inc. (c)\n  \n 45,986,530   \n \n6.4%  \n \n—   \n \n— \nDirectors and Named Executive Officers (d)(e)\n  \n  \n \n  \nStephen A. Schwarzman (f)(g)\n  \n \n—   \n \n— \n \n 231,924,793   \n \n51.2% \nJonathan D. Gray (g)\n  \n 1,160,666   \n \n* \n \n 40,939,600   \n \n9.0% \nMichael S. Chae (g)\n  \n \n298,534   \n \n* \n \n \n6,313,287   \n \n1.4% \nJohn G. Finley (g)\n  \n \n82,848   \n \n* \n \n \n411,155   \n \n * \nVikrant Sawhney (g)\n  \n \n220,038   \n \n* \n \n \n635,046   \n \n * \nKelly A. Ayotte\n  \n \n13,989   \n \n* \n \n \n—   \n \n— \nJoseph P. Baratta\n  \n \n319,008   \n \n* \n \n \n6,129,130   \n \n1.4% \nJames W. Breyer\n  \n \n36,886   \n \n* \n \n \n—   \n \n— \nReginald J. Brown\n  \n \n12,707   \n \n* \n \n \n—   \n \n— \nRochelle B. Lazarus (g)\n  \n \n55,343   \n \n* \n \n \n—   \n \n— \nThe Right Honorable Brian Mulroney\n  \n \n177,431   \n \n* \n \n \n—   \n \n— \nWilliam G. Parrett (g)\n  \n \n90,112   \n \n* \n \n \n—   \n \n— \nRuth Porat\n  \n \n40,195   \n \n* \n \n \n—   \n \n— \nAll current executive officers and directors as a group (13 persons)\n  \n 2,507,757   \n \n* \n \n 286,353,011   \n \n63.2% \n \n*\nLess than one percent\n \n260\n(a)\nSubject to certain requirements and restrictions, the partnership units of Blackstone Holdings are exchangeable for shares of our common stock on a one-for-one basis. A\nBlackstone Holdings limited partner must exchange one partnership unit in each of the five Blackstone Holdings Partnerships to effect an exchange for a share of our\ncommon stock. See “— Item 13. Certain Relationships and Related Transactions, and Director Independence — Exchange Agreement.” Beneficial ownership of Blackstone\nHoldings Partnership Units reflected in this table has not been also reflected as beneficial ownership of our shares of common stock for which such units may be exchanged\non a one-for-one basis.\n(b)\nReflects shares of common stock beneficially owned by The Vanguard Group, Inc. and its subsidiaries based on the amended Schedule 13G filed by The Vanguard Group,\nInc. on February 13, 2024. The Vanguard Group, Inc. reports shared voting power, sole dispositive power and shared dispositive power over 945,756; 59,792,095 and\n3,180,059 shares, respectively. The address of The Vanguard Group, Inc. is 100 Vanguard Boulevard, Malvern, Pennsylvania 19355.\n(c)\nReflects shares of common stock beneficially owned by BlackRock, Inc. and its subsidiaries based on the Schedule 13G filed by BlackRock, Inc. on January 29, 2024.\nBlackRock, Inc. reports sole voting power and sole dispositive power over 41,657,836 and 45,986,530 shares, respectively. The address of BlackRock, Inc. is 50 Hudson\nYards, New York, NY 10001.\n(d)\nThe shares of common stock and Blackstone Holdings Partnership Units beneficially owned by the directors and executive officers reflected above do not include the\nfollowing number of securities that will be delivered to the respective individual more than 60 days after February 16, 2024: Mr. Gray — 354,301 deferred restricted\nBlackstone Holdings Partnership Units and 1,722,555 deferred restricted common stock; Mr. Chae — 187,269 deferred restricted Backstone Holdings Partnership Units and\n462,386 deferred restricted common stock; Mr. Finley — 23,621 deferred restricted Blackstone Holdings Partnership Units and 357,818 deferred restricted common stock;\nMr. Baratta — 650,115 deferred restricted Blackstone Holdings Partnership Units and 663,213 deferred restricted common stock; Mr. Sawhney — 4,725 deferred restricted\nBlackstone Holdings Partnership Units and 449,586 deferred restricted common stock; Ms. Ayotte — 2,525 deferred restricted common stock; Mr. Mulroney —\n2,339 deferred restricted common stock; Mr. Parrett — 2,244 deferred restricted common stock; Ms. Lazarus — 2,283 deferred restricted common stock; Mr. Breyer —\n2,019 deferred restricted common stock; Ms. Porat — 2,378 deferred restricted common stock; and Mr. Brown — 1,842 deferred restricted common stock.\n(e)\nThe Blackstone Holdings Partnership Units shown in the table above include the following number of vested units being held back under our minimum retained ownership\nrequirements: Mr. Schwarzman — 11,728,830 Blackstone Holdings Partnership Units; Mr. Gray — 11,566,546 Blackstone Holdings Partnership Units and 91,340 deferred\nrestricted common units; Mr. Chae — 3,392,625 Blackstone Holdings Partnership Units and 23,666 deferred restricted common units; and Mr. Finley — 193,786 Blackstone\nHoldings Partnership Units and 14,540 deferred restricted common units; Mr. Baratta — 3,883,368 Blackstone Holdings Partnership Units and 315,767 deferred restricted\ncommon units; and Mr. Sawhney — 219,676 Blackstone Holdings Partnership Units and 107,313 deferred restricted common units.\n(f)\nOn those few matters that may be submitted for a vote of the sole holder of the Series I preferred stock, Blackstone Partners L.L.C., an entity owned by senior managing\ndirectors of Blackstone and controlled by Mr. Schwarzman, is entitled to an aggregate number of votes on any matter that may be submitted for a vote of our common stock\nthat is equal to the aggregate number of vested and unvested Blackstone Holdings Partnership Units held by the limited partners of Blackstone Holdings on the relevant\nrecord date and entitles it to participate in the vote on the same basis as our common stock. Our senior managing directors have agreed in the limited liability company\nagreement of Blackstone Partners L.L.C. that our founder, Mr. Schwarzman, will have the power to determine how the Series I preferred stock held by Blackstone Partners\nL.L.C. will be voted. Following the withdrawal, death or disability of Mr. Schwarzman (and any successor founder), this power will revert to the members of Blackstone\nPartners L.L.C. holding a majority in interest in that entity. The limited liability company agreement of Blackstone Partners L.L.C. provides that at such time as\nMr. Schwarzman should cease to be a founding member, Jonathan D. Gray will thereupon succeed Mr. Schwarzman as the sole founding member of Blackstone Partners\nL.L.C. If Blackstone Partners L.L.C. directs us to do so, we will issue shares of Series I preferred stock to each of the limited partners of Blackstone Holdings, whereupon\neach holder of Series I preferred stock will be entitled to a number of votes that is equal to the number of vested and unvested Blackstone Holdings Partnership Units held by\nsuch Series I preferred stockholder on the relevant record date.\n \n261\n\n\n(g)\nThe Blackstone Holdings Partnership Units shown in the table above for such named executive officers and directors include: (a) the following units held for the benefit of\nfamily members with respect to which the named executive officer or director, as applicable, disclaims beneficial ownership: Mr. Schwarzman — 3,686,266 units held in\nvarious trusts for which Mr. Schwarzman is the investment trustee, Mr. Gray — 18,742,340 units held in a trust for which Mr. Gray is the investment trustee, Mr. Chae —\n1,150,070 units held in a trust for which Mr. Chae is the investment trustee, Mr. Finley — 80,964 units held in a trust for which Mr. Finley is the investment trustee,\nMr. Baratta — 142,237 units held in a trust for which Mr. Baratta is the investment trustee, and Mr. Sawhney 104,000 units held in a trust for which Mr. Sawhney is the\ninvestment trustee (b) the following units held in grantor retained annuity trusts for which the named executive officer or director, as applicable, is the investment trustee:\nMr. Gray — 889,575 units, and (c) the following units held by a corporation for which the named executive officer is a controlling stockholder: Mr. Schwarzman — 1,438,529\nunits, Mr. Baratta — 4,413,950 units, and Mr. Sawhney — 56,000 units. Mr. Schwarzman also directly, or through a corporation for which he is the controlling stockholder,\nbeneficially owns an additional 364,278 partnership units in each of Blackstone Holdings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P. In addition,\nwith respect to Mr. Schwarzman, the above table excludes partnership units of Blackstone Holdings held by his children or in trusts for the benefit of his family as to which he\nhas no voting or investment control. The Blackstone common stock shown in the table above for each named executive officer and director include: (a) the following shares\nheld for the benefit of family members with respect to which the named executive officer or director, as applicable, disclaims beneficial ownership: Mr. Finley — 32,523\nshares held in a family limited liability company and 4,000 shares held in a trust for the benefit of his spouse of which he is a trustee, and Ms. Lazarus — 2,950 shares held\nin a trust for the benefit of family members over which she shares investment control (b) Mr. Finley — 11,000 shares held in a trust for the benefit of Mr. Finley and his\nfamily of which he is a trustee; and (c) 34,155 and 10,000 shares that have been pledged by Messrs. Finley and Parrett, respectively, to a third party to secure payment for a\nloan.\n \n262\nSecurities Authorized for Issuance under Equity Compensation Plans\nThe table set forth below provides information concerning the awards that may be issued under the 2007 Equity Incentive Plan as of December 31, 2023:\n \n \n  \nNumber of \nSecurities to be Issued \nUpon Exercise of \nOutstanding Options, \nWarrants and Rights (a)  \nWeighted-Average \nExercise Price of \nOutstanding Options,\nWarrants and Rights   \nNumber of \nSecurities Remaining \nAvailable for Future \nIssuance Under Equity \nCompensation Plans \n(excluding securities \nreflected in column (a)) (b)\nEquity Compensation Plans Approved by Security Holders\n  \n \n60,137,420   \n \n—   \n \n156,583,532 \nEquity Compensation Plans Not Approved by Security Holders\n  \n \n—   \n \n—   \n \n— \n  \n  \n  \n  \n \n60,137,420   \n \n—   \n \n156,583,532 \n  \n  \n  \n \n(a)\nReflects the outstanding number of our deferred restricted common stock units and deferred restricted Blackstone Holdings Partnership Units granted under the 2007 Equity\nIncentive Plan as of December 31, 2023.\n(b)\nThe aggregate number of our common stock and Blackstone Holdings Partnership Units covered by the 2007 Equity Incentive Plan is increased on the first day of each\nfiscal year during its term by a number of shares of common stock equal to the positive difference, if any, of (a) 15% of the aggregate number of shares of our common stock\nand Blackstone Holdings Partnership Units outstanding on the last day of the immediately preceding fiscal year (excluding Blackstone Holdings Partnership Units held by\nBlackstone Inc. or its wholly owned subsidiaries) minus (b) the aggregate number of shares of our common stock and Blackstone Holdings Partnership Units covered by the\n2007 Equity Incentive Plan as of such date (unless the administrator of the 2007 Equity Incentive Plan should decide to increase the number of shares of our common stock\nand Blackstone Holdings Partnership Units covered by the plan by a lesser amount). As of January 1, 2024, pursuant to this formula, 173,443,452 shares of common stock,\nwhich is equal to 0.15 times the number of shares of our common stock and Blackstone Holdings Partnership Units outstanding on December 31, 2023, were available for\nissuance under the 2007 Equity Incentive Plan. We have filed a registration statement and intend to file additional registration statements on Form S-8 under the Securities\nAct to register shares of common stock covered by the 2007 Equity Incentive Plan (including pursuant to automatic annual increases). Any such Form S-8 registration\nstatement will automatically become effective upon filing. Accordingly, shares of common stock registered under such registration statement will be available for sale in the\nopen market.\n \n263\nItem 13.\nCertain Relationships and Related Transactions, and Director Independence\nTax Receivable Agreements\nWe used a portion of the proceeds from the IPO and the sale of non-voting common units to Beijing Wonderful Investments to purchase interests in the predecessor\nbusinesses from the predecessor owners. In addition, holders of Blackstone Holdings Partnership Units (other than Blackstone Inc.’s wholly owned subsidiaries), subject to the\nvesting and minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone Holdings partnerships, may up to four\ntimes each year (subject to the terms of the exchange agreement) exchange their Blackstone Holdings Partnership Units for shares of our common stock on a one-for-one basis.\nA Blackstone Holdings limited partner must exchange one partnership unit in each of the Blackstone Holdings partnerships to effect an exchange for a share of common stock.\nBlackstone Holdings I L.P. and Blackstone Holdings II L.P. have made an election under Section 754 of the Internal Revenue Code effective for each taxable year in which an\nexchange of partnership units for a share of common stock occurs, which may result in an adjustment to the tax basis of the assets of such Blackstone Holdings Partnerships at\nthe time of an exchange of partnership units. Other Blackstone Holdings Partnerships and certain subsidiary partnerships are expected to make such elections for the 2023 and\nsubsequent taxable years with the filing of their federal income tax returns for such tax years. The purchase and subsequent exchanges of Blackstone Holdings Partnership Units\nare expected to result in increases in the tax basis of the tangible and intangible assets of Blackstone Holdings that otherwise would not have been available. These increases in\ntax basis may increase (for tax purposes) depreciation and amortization and therefore reduce the amount of tax that we would otherwise be required to pay in the future. We have\nentered into a tax receivable agreement with holders of Blackstone Holdings Partnership Units that provides for the payment by us to such holders of 85% of the amount of cash\nsavings, if any, in U.S. federal, state and local income tax that we actually realize (or are deemed to realize in the case of an early termination payment by the corporate taxpayers\nor a change in control, as discussed below) as a result of these increases in tax basis and of certain other tax benefits related to our entering into the tax receivable agreement,\nincluding tax benefits attributable to payments under the tax receivable agreement. This payment obligation is an obligation of us (and certain of our subsidiaries that are treated\nas corporations for U.S. federal income tax purposes which we refer to as “the corporate taxpayers”) and not of Blackstone Holdings. The corporate taxpayers expect to benefit\nfrom the remaining 15% of cash savings, if any, in income tax that they realize. For purposes of the tax receivable agreement, cash savings in income tax will be computed by\ncomparing the actual income tax liability of the corporate taxpayers to the amount of such taxes that the corporate taxpayer would have been required to pay had there been no\nincrease to the tax basis of the tangible and intangible assets of Blackstone Holdings as a result of the exchanges and had the corporate taxpayers not entered into the tax\nreceivable agreement. The term of the tax receivable agreement commenced upon consummation of our IPO and will continue until all such tax benefits have been utilized or\nexpired, unless the corporate taxpayers exercise their right to terminate the tax receivable agreement for an amount based on the agreed payments remaining to be made under\nthe agreement.\n \n264\nAssuming no future material changes in the relevant tax law and that the corporate taxpayers earn sufficient taxable income to realize the full tax benefit of the increased\namortization of the assets, the expected future payments under the tax receivable agreement (which are taxable to the recipients) in respect of the purchase and exchanges will\naggregate $1.7 billion over the next 15 years. The after-tax net present value of these estimated payments totals $522.6 million assuming a 15% discount rate and using an\nestimate of timing of the benefit to be received. Future payments under the tax receivable agreement in respect of subsequent exchanges would be in addition to these amounts.\nThe payments under the tax receivable agreement are not conditioned upon continued ownership of Blackstone equity interests by the holders of Blackstone Holdings\nPartnership Units mentioned above.\nSubsequent to December 31, 2023, payments totaling $92.4 million were made to certain holders of Blackstone Holdings Partnership Units mentioned above in accordance\nwith the tax receivable agreement and related to tax benefits the Partnership received for the 2022 taxable year. Such payments included $3.1 million to Mr. Schwarzman,\n$0.3 million to Mr. Chae, $0.2 million to Mr. Finley, $0.1 million to Mr. Sawhney, and $1.2 million to Mr. Baratta, which amounts include payments to vehicles controlled by such\npersons or their relatives, as applicable.\nIn addition, the tax receivable agreement provides that upon certain mergers, asset sales, other forms of business combinations or other changes of control, the corporate\ntaxpayers’ (or their successors’) obligations with respect to exchanged or acquired units (whether exchanged or acquired before or after such transaction) would be based on\ncertain assumptions, including that the corporate taxpayers would have sufficient taxable income to fully utilize the benefits arising from the increased tax deductions and tax\nbasis and other similar benefits. Upon a subsequent actual exchange, any additional increase in tax deductions, tax basis and other similar benefits in excess of the amounts\nassumed at the change in control will also result in payments under the tax receivable agreement.\n\n\nDecisions we make in the course of running our business, such as with respect to mergers, asset sales, other forms of business combinations or other changes in control,\nmay influence the timing and amount of payments that are received by an exchanging or selling holder of Blackstone Holdings Partnership Units under the tax receivable\nagreement. For example, the earlier disposition of assets following an exchange or acquisition transaction will generally accelerate payments under a tax receivable agreement\nand increase the present value of such payments, and the disposition of assets before an exchange or acquisition transaction will increase the tax liability of a holder of\nBlackstone Holdings Partnership Units without giving rise to any rights of a holder of Blackstone Holdings Partnership Units to receive payments under any tax receivable\nagreements.\nAlthough we are not aware of any issue that would cause the IRS to challenge a tax basis increase, the corporate taxpayers will not be reimbursed for any payments\npreviously made under a tax receivable agreement. As a result, in certain circumstances, payments could be made under a tax receivable agreement in excess of the corporate\ntaxpayers’ cash tax savings.\nRegistration Rights Agreement\nIn connection with the restructuring and IPO, we entered into a registration rights agreement with our pre-IPO owners, which was subsequently amended in connection with\nthe Conversion, pursuant to which we granted them, their affiliates and certain of their transferees the right, under certain circumstances and subject to certain restrictions, to\nrequire us to register under the Securities Act shares of common stock delivered in exchange for Blackstone Holdings Partnership Units or shares of common stock (and other\nsecurities convertible into or exchangeable or exercisable for our shares of common stock) otherwise held by them. In addition, newly-admitted Blackstone senior managing\ndirectors and certain others who acquire Blackstone Holdings Partnership Units have subsequently become parties to the registration rights agreement. In addition, our founder,\nStephen A. Schwarzman, has the right to request that we register the sale of shares of common stock held by holders of Blackstone Holdings Partnership Units an unlimited\nnumber of times and may require us to make available shelf registration statements permitting sales of shares of common stock into the market from time to time over an\nextended period. In addition, Mr. Schwarzman has the ability to exercise certain piggyback registration rights in respect of shares of common stock held by holders of Blackstone\nHoldings Partnership Units in connection with registered offerings requested by other registration rights holders or initiated by us.\n \n265\nTsinghua University Education Foundation\nAs part of an initiative announced in 2013, Mr. Schwarzman, through the Stephen A. Schwarzman Education Foundation, personally committed $100 million to create and\nendow a post-graduate scholarship program at Tsinghua University in Beijing, entitled “Schwarzman Scholars,” and fund the construction of a residential and academic building.\nHe has led a fundraising campaign to raise $600 million to support the “Schwarzman Endowment Fund.” The Tsinghua University Education Foundation (“TUEF”) will hold the\nSchwarzman Endowment Fund and has agreed to delegate management of the fund to Blackstone. We have agreed that TUEF, and certain entities affiliated with TUEF, will not\nbe required to pay Blackstone a management fee for managing the Schwarzman Endowment Fund and, to the extent Blackstone allocates and invests assets of the Schwarzman\nEndowment Fund in our funds, which may take the form of funded or unfunded general partner commitments to our investment funds, we anticipate that such investments will be\nsubject to reduced or waived management fees and/or carried interest.\nJoseph P. Baratta\nMr. Baratta received a base salary of $350,000 and an annual cash bonus payment of $4,650,000. The cash payment was based upon the performance of our private equity\nbusiness, including the contribution of all current and past funds within the business dating back to before the IPO. The ultimate cash payment to Mr. Baratta was, however,\ndetermined in the discretion of Mr. Schwarzman and Mr. Gray. On January 8, 2024, Mr. Baratta was granted 25,190 shares of deferred restricted common stock with a grant date\nfair value of $3,081,744, reflecting the portion of his annual cash bonus payment mandatorily deferred into deferred restricted common stock pursuant to the Bonus Deferral Plan.\nIn April 2023, Mr. Baratta was awarded a discretionary award of 23,280 deferred restricted common stock units with a grant date fair value of $2,044,915. This award reflected\n2022 performance and was intended to further promote retention and to incentivize future performance. See “— Item 11. Executive Compensation — Narrative Disclosure to\nSummary Compensation Table and Grants of Plan-Based Awards in 2023 — Terms of Discretionary Equity Awards” for discussion of the vesting terms applicable to Mr. Baratta’s\nequity awards.\nMr. Baratta also participated in the performance fees of our funds, consisting of carried interest in our carry funds and incentive fees in our funds that pay incentive fees. The\ncompensation paid to Mr. Baratta in respect of carried interest in our carry funds primarily relates to Mr. Baratta’s participation in the private equity funds (which were formed both\nbefore and after the IPO). The amount of distributions, whether cash or in-kind, in respect of carried interest or incentive fee allocations to Mr. Baratta for 2023 was $18,724,362.\nAny in-kind distributions in respect of carried interest are reported based on the market value of the securities distributed as of the date of distribution. See “— Item 11. Executive\nCompensation — Compensation Elements for Named Executive Officers” in this report for additional discussion of the elements of our compensation program.\nBlackstone Holdings Partnership Agreements\nAs a result of the reorganization and the IPO, Blackstone Inc. (at that time, The Blackstone Group L.P.) became a holding partnership and, through wholly owned\nsubsidiaries, held equity interests in the five holdings partnerships (i.e., Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings\nIV L.P. and Blackstone Holdings V L.P.). On January 1, 2009, in order to simplify our structure and ease the related administrative burden and costs, we effected an internal\nrestructuring to reduce the number of holding partnerships from five to four by causing Blackstone Holdings III L.P. to transfer all of its assets and liabilities to Blackstone Holdings\nIV L.P. In connection therewith, Blackstone Holdings IV L.P. was renamed Blackstone Holdings III L.P. and Blackstone Holdings V L.P. was renamed Blackstone Holdings IV L.P.\nOn October 1, 2015, Blackstone formed a new holding partnership, Blackstone Holdings AI L.P., which holds certain operating entities and operates in a manner similar to the\nother Blackstone Holdings Partnerships. “Blackstone Holdings” refers to (a) Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone\nHoldings IV L.P. and Blackstone Holdings V L.P. prior to the January 2009 reorganization, (b) Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P.\nand Blackstone Holdings IV L.P. from January 1, 2009 through October 1, 2015 and (c) Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P.,\nBlackstone Holdings IV L.P. and Blackstone Holdings AI L.P. subsequent to the October 2015 creation of Blackstone Holdings AI L.P.\n \n266\nWholly owned subsidiaries of Blackstone Inc. which are the general partners of those partnerships have the right to determine when distributions will be made to the partners\nof Blackstone Holdings and the amount of any such distributions. If a distribution is authorized, such distribution will be made to the partners of Blackstone Holdings pro-rata in\naccordance with the percentages of their respective partnership interests as described under “Part II. Item 5. Market for Registrant’s Common Equity, Related Stockholder\nMatters and Issuer Purchases of Equity Securities — Dividend Policy.”\nEach of the Blackstone Holdings Partnerships has an identical number of partnership units outstanding, and we use the terms “Blackstone Holdings Partnership Unit” or\n“partnership unit in/of Blackstone Holdings” to refer, collectively, to a partnership unit in each of the Blackstone Holdings Partnerships. The holders of partnership units in\nBlackstone Holdings, including Blackstone Inc.’s wholly owned subsidiaries, will incur U.S. federal, state and local income taxes on their proportionate share of any net taxable\nincome of Blackstone profits and net losses of Blackstone Holdings will generally be allocated to its partners (including Blackstone Inc.’s wholly owned subsidiaries) pro-rata in\naccordance with the percentages of their respective partnership interests as described under “Part II. Item 5. Market for Registrant’s Common Equity, Related Stockholder\nMatters and Issuer Purchases of Equity Securities — Dividend Policy.” The partnership agreements of the Blackstone Holdings Partnerships provide for cash distributions, which\nwe refer to as “tax distributions,” to the partners of such partnerships if the wholly owned subsidiaries of Blackstone Inc. which are the general partners of the Blackstone Holdings\nPartnerships determine that the taxable income of the relevant partnership will give rise to taxable income for its partners. Generally, these tax distributions are computed based\non our estimate of the net taxable income of the relevant partnership allocable to a partner multiplied by an assumed tax rate equal to the highest effective marginal combined\nU.S. federal, state and local income tax rate prescribed for an individual or corporate resident in New York, New York (taking into account the non-deductibility of certain\nexpenses and the character of our income). Tax distributions are made only to the extent all distributions from such partnerships for the relevant year are insufficient to cover such\ntax liabilities.\nSubject to the vesting and minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone Holdings\nPartnerships, Blackstone Holdings Partnership Units may be exchanged for shares of common stock as described under “— Exchange Agreement” below. In addition, the\nBlackstone Holdings partnership agreements authorize the wholly owned subsidiaries of Blackstone Inc., which are the general partners of those partnerships, to issue an\nunlimited number of additional partnership securities of the Blackstone Holdings Partnerships with such designations, preferences, rights, powers and duties that are different\nfrom, and may be senior to, those applicable to the Blackstone Holdings Partnership Units, and which may be exchangeable for shares of our common stock.\nSee “— Item 11. Executive Compensation — Narrative Disclosure to Summary Compensation Table and Grants of Plan-Based Awards in 2023 — Terms of Discretionary\nEquity Awards” for a discussion of minimum retained ownership requirements and transfer restrictions applicable to the Blackstone Holdings Partnership Units. The generally\napplicable minimum retained ownership requirements and transfer restrictions are outlined in the sections referenced in the preceding sentence. There may be some different\narrangements for some individuals in some instances. In addition, we may waive these requirements and restrictions from time to time.\n\n\nIn addition, substantially all of our expenses, including substantially all expenses solely incurred by or attributable to Blackstone Inc. but not including obligations incurred\nunder the tax receivable agreement by Blackstone Inc.’s wholly owned subsidiaries, income tax expenses of Blackstone Inc.’s wholly owned subsidiaries and payments on\nindebtedness incurred by Blackstone Inc.’s wholly owned subsidiaries, are borne by Blackstone Holdings.\nExchange Agreement\nIn connection with the reorganization and IPO, we entered into an exchange agreement with the holders of partnership units in Blackstone Holdings (other than Blackstone\nInc.’s wholly owned subsidiaries). In addition, certain Blackstone senior managing directors and others who have acquired Blackstone Holdings Partnership Units also have\nbecome parties to the exchange agreement. Under the exchange agreement, as amended, subject to the vesting and minimum retained ownership requirements and transfer\nrestrictions set forth in the partnership agreements of the Blackstone Holdings Partnerships, each such holder of Blackstone Holdings Partnership Units\n \n267\n(and certain transferees thereof) may up to four times each year (subject to the terms of the exchange agreement) exchange these partnership units for shares of our common\nstock on a one-for-one basis, subject to customary conversion rate adjustments for splits, unit distributions and reclassifications. Under the exchange agreement, to effect an\nexchange a holder of partnership units in Blackstone Holdings must simultaneously exchange one partnership unit in each of the Blackstone Holdings Partnerships. As a holder\nexchanges its Blackstone Holdings Partnership Units, Blackstone Inc.’s indirect interest in the Blackstone Holdings Partnerships will be correspondingly increased.\nPayments to Kirkland & Ellis LLP\nReginald J. Brown, a member of our board of directors, is a partner at the law firm of Kirkland & Ellis LLP (“Kirkland”). We have engaged Kirkland from time to time in the\nordinary course of business to provide legal services to us and our subsidiaries. Our relationship with Kirkland pre-dates Mr. Brown’s appointment to our board of directors. During\n2023, we paid Kirkland approximately $41.6 million in legal fees (the “Fees”), and Mr. Brown’s interest in the Fees is estimated to be less than 1% of the Fees. Mr. Brown does\nnot receive any direct compensation, specific origination bonus or other disproportionate allocation from legal fees we pay to Kirkland.\nFirm Use of Private Aircraft\nCertain entities controlled by Mr. Schwarzman wholly own aircraft that we use for business purposes in the course of our operations, and in 2023, we made payments of\n$2.5 million for the use of such aircraft, which included $1.8 million paid directly to the managers of the aircraft. An entity controlled by Mr. Gray wholly owns aircraft that we use\nfor business purposes in the course of our operations, and in 2023, we made payments of $2.0 million for the use of such aircraft, which included $1.5 million paid directly to the\nmanager of the aircraft. An entity jointly controlled by Mr. Baratta and two other individuals owns aircraft that we use for business purposes in the course of our operations, and in\n2023, we made payments of $1.8 million for the use of such aircraft, which included $1.3 million paid directly to the manager of the aircraft. Each of Messrs. Schwarzman, Gray,\nand Baratta paid for his respective ownership interest in his aircraft himself and bore his respective share of all operating, personnel and maintenance costs associated with the\noperation of such aircraft. The hourly payments we made for use of such aircraft were based on current market rates.\nInvestment In or Alongside Our Funds\nOur directors and executive officers may invest their own capital in or alongside our funds and other vehicles we manage, in some instances, without being subject to\nmanagement fees, carried interest or incentive fees. For our carry funds, these investments may be made through the applicable fund general partner and fund a portion of the\ngeneral partner capital commitments to our funds. These investment opportunities are available to all of our senior managing directors and to those of our employees whom we\nhave determined to have a status that reasonably permits us to offer them these types of investments and in compliance with applicable laws. During the year ended\nDecember 31, 2023, our directors and executive officers (and, in some cases, certain investment trusts or other family vehicles or charitable organizations controlled by them or\ntheir immediate family members) had the following gross contributions relating to their personal investments (and the investments of any such trusts) in Blackstone funds and\nother Blackstone-managed vehicles: Mr. Schwarzman, Mr. Gray, Mr. Baratta, Mr. Chae, Mr. Breyer, Ms. Porat, Mr. Sawhney, Mr. Finley, Mr. Brown, Mr. Parrett, Mr. Mulroney,\nand Ms. Ayotte made gross contributions of $256.2 million, $24.0 million, $5.3 million, $4.3 million, $3.4 million, $1.5 million, $0.8 million, $0.5 million, $0.3 million, $0.2 million,\n$0.1 million, and $0.001 million, respectively.\nStatement of Policy Regarding Transactions with Related Persons\nOur board of directors has adopted a written statement of policy regarding transactions with related persons, which we refer to as our “related person policy.” Our related\nperson policy requires that a “related person” (as defined as in paragraph (a) of Item 404 of Regulation S-K) must promptly disclose to the Chief Legal Officer any “related person\ntransaction” (defined as any transaction that is reportable by us under Item 404(a) of Regulation S-K in which we were or are to be a participant and the amount involved exceeds\n$120,000 and in which any related person had or will have a direct or indirect material interest) and all material facts with respect thereto. The Chief Legal Officer will then\npromptly communicate that information to the board of directors. No related person transaction will be consummated without the approval or ratification of the board of directors or\nany committee of the board of directors consisting exclusively of independent and disinterested directors. It is our policy that directors interested in a related person transaction\nwill recuse themselves from any vote of a related person transaction in which they have an interest.\n \n268\nNon-Competition and Non-Solicitation Agreements\nWe have entered into a non-competition and non-solicitation agreement with each of our Senior Managing Directors, including each of our executive officers. See “— Item\n11. Executive Compensation— Non-Competition and Non-Solicitation Agreements” for a description of the material terms of such agreements.\nDirector Independence\nSee “— Item 10. Directors, Executive Officers and Corporate Governance — Controlled Company Exception and Director Independence” for information on director\nindependence.\n \n269\nItem 14.\nPrincipal Accountant Fees and Services\nThe following table summarizes the aggregate fees for professional services provided by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu and their\nrespective affiliates (collectively, the “Deloitte Entities”):\n \n \n  \nYear Ended December 31, 2023\n \n  \nBlackstone \nInc.\n \nBlackstone\nEntities,\nPrincipally\nFund Related (c)  \nBlackstone\nFunds,\nTransaction\nRelated (d)   \nTotal\n \n  \n(Dollars in Thousands)\nAudit Fees\n  $ 9,914 (a)  $\n59,323   $\n—   $ 69,237 \nAudit-Related Fees\n   \n— \n  \n226    \n15,966    16,192 \nTax Fees\n   \n731 (b)   \n89,699    \n8,610    99,040 \nAll Other Fees\n   \n— \n  \n—    \n—    \n— \n  \n  \n  \n  $ 10,645 \n $\n149,248   $ 24,576   $184,469 \n  \n  \n  \n \n \n  \nYear Ended December 31, 2022\n \n  \nBlackstone \nInc.\n \nBlackstone\nEntities,\nPrincipally\nFund Related (c)  \nBlackstone\nFunds,\nTransaction\nRelated (d)   \nTotal\n \n  \n(Dollars in Thousands)\nAudit Fees\n  $10,123 (a)  $\n51,916   $\n—   $ 62,039 \nAudit-Related Fees\n   \n— \n  \n370    \n22,395    22,765 \nTax Fees\n   \n775 (b)   \n84,828    \n22,845    108,448 \nAll Other Fees\n   \n— \n  \n—    \n—    \n— \n  \n  \n  \n\n\n  $ 10,898 \n $\n137,114   $ 45,240   $193,252 \n  \n  \n  \n \n(a)\nAudit Fees consisted of fees for (1) the audits of our consolidated financial statements in our Annual Report on Form 10-K and services attendant to, or required by, statute\nor regulation, (2) reviews of the interim condensed consolidated financial statements included in our quarterly reports on Form 10-Q, and (3) consents and other services\nrelated to SEC and other regulatory filings.\n(b)\nTax Fees consisted of fees for services rendered for tax compliance and tax planning and advisory services.\n(c)\nThe Deloitte Entities also provide audit, audit-related and tax services (primarily tax compliance and related services) to certain Blackstone Funds and other corporate\nentities.\n(d)\nAudit-Related and Tax Fees included merger and acquisition due diligence services provided in connection with potential acquisitions of portfolio companies for investment\npurposes primarily to certain private equity and real estate funds managed by Blackstone in its capacity as the general partner. In addition, the Deloitte Entities provide audit,\naudit-related, tax and other services to the portfolio companies, which are approved directly by the portfolio company’s management and are not included in the amounts\npresented here.\nOur audit committee charter, which is available on our website at http://ir.blackstone.com under “Corporate Governance,” requires the audit committee to pre-approve all\naudit and non-audit services to be provided by our independent registered public accounting firm in accordance with the charter of the audit committee. All services reported in the\nAudit, Audit-Related, Tax and All Other Fees categories above were approved by the audit committee.\n \n270\nPart IV.\n \nItem 15.\nExhibits and Financial Statement Schedules\n \n(a)\nThe following documents are filed as part of this annual report.\n \n1.\nFinancial Statements:\nSee Item 8 above.\n \n2.\nFinancial Statement Schedules:\nSchedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are not applicable, and therefore\nhave been omitted.\n \n3.\nExhibits:\n \nExhibit\nNumber \nExhibit Description\n  3.1\n \nAmended and Restated Certificate of Incorporation of Blackstone Inc. (incorporated herein by reference to Exhibit 3.1 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended June 30, 2021 filed with the SEC on August 6, 2021).\n  3.2\n \nAmended and Restated Bylaws of Blackstone Inc. (incorporated herein by reference to Exhibit 3.2 to the Registrant’s Quarterly Report on Form 10-Q for the\nquarter ended June 30, 2021 filed with the SEC on August 6, 2021).\n  4.1\n \nDescription of Capital Stock (incorporated herein by reference to Exhibit 4.1 of the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2020 filed with the SEC on February 26, 2021).\n  4.2\n \nIndenture dated as of August 20, 2009 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I L.P., Blackstone\nHoldings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee (incorporated herein by reference to\nExhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 20, 2009).\n  4.3\n \nThird Supplemental Indenture dated as of August 17, 2012 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee (incorporated herein by\nreference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 17, 2012).\n  4.4  \nForm of 4.750% Senior Note due 2023 (included in Exhibit 4.3 hereto).\n  4.5\n \nFourth Supplemental Indenture dated as of August 17, 2012 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee (incorporated herein by\nreference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 17, 2012).\n  4.6  \nForm of 6.250% Senior Note due 2042 (included in Exhibit 4.5 hereto).\n \n271\n  4.7\n \nFifth Supplemental Indenture dated as of April 7, 2014 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I L.P.,\nBlackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee (incorporated herein by\nreference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 7, 2014).\n  4.8\n \nForm of 5.000% Senior Note due 2044 (included in Exhibit 4.7 hereto).\n  4.9\n \nSixth Supplemental Indenture dated as of April 27, 2015 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I L.P.,\nBlackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee (incorporated herein by\nreference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on April 27, 2015).\n  4.10  \nForm of 4.450% Senior Note due 2045 (included in Exhibit 4.9 hereto).\n  4.11\n \nSeventh Supplemental Indenture dated as of May 19, 2015 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P., The Bank of New York Mellon, as trustee, and The Bank of New York\nMellon, London Branch, as paying agent (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on\nMay 19, 2015).\n  4.12  \nForm of 2.000% Senior Note due 2025 (included in Exhibit 4.11 hereto).\n  4.13\n \nGuarantor Joinder Agreement dated as of October 1, 2015 among Blackstone Holdings Finance Co. L.L.C., Blackstone Holdings I L.P., Blackstone Holdings II\nL.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P., Blackstone Holdings AI L.P. and Citibank, N.A., as administrative agent (incorporated herein by\nreference to Exhibit 4.16 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n  4.14\n \nEighth Supplemental Indenture dated as of October 1, 2015 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P., Blackstone Holdings AI L.P. and The Bank of New York Mellon, as\nTrustee (incorporated herein by reference to Exhibit 4.17 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the\nSEC on February 26, 2016).\n  4.15\n \nNinth Supplemental Indenture dated as of October 5, 2016 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P., The Bank of New York Mellon, as\ntrustee, and The Bank of New York Mellon, London Branch, as paying agent (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on\nForm 8-K filed with the SEC on October 5, 2016).\n  4.16  \nForm of 1.000% Senior Note due 2026 (included in Exhibit 4.15 hereto).\n\n\n  4.17\n \nTenth Supplemental Indenture dated as of October 2, 2017 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as\ntrustee (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on October 2, 2017).\n  4.18  \nForm of 3.150% Senior Note due 2027 (included in Exhibit 4.17 hereto).\n \n272\n  4.19\n \nEleventh Supplemental Indenture dated as of October 2, 2017 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as\ntrustee (incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC October 2, 2017).\n  4.20  \nForm of 4.000% Senior Note due 2047 (included in Exhibit 4.19 hereto).\n  4.21\n \nTwelfth Supplemental Indenture dated as of April 10, 2019 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group L.P., Blackstone Holdings I\nL.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P., The Bank of New York Mellon, as\ntrustee, and The Bank of New York Mellon, London Branch, as paying agent (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on\nForm 8-K filed with the SEC on April 11, 2019).\n  4.22  \nForm of 1.500% Senior Notes due 2029 (included in Exhibit 4.21 hereto).\n  4.23\n \nThirteenth Supplemental Indenture dated as of September 10, 2019 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone\nHoldings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York\nMellon, as trustee (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 10, 2019).\n  4.24  \nForm of 2.500% Senior Note due 2030 (included in Exhibit 4.23 hereto).\n  4.25\n \nFourteenth Supplemental Indenture dated as of September 10, 2019 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone\nHoldings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York\nMellon, as trustee (incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 10, 2019).\n  4.26  \nForm of 3.500% Senior Note due 2049 (included in Exhibit 4.25 hereto).\n  4.27\n \nFifteenth Supplemental Indenture dated as of September 29, 2020 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone\nHoldings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York\nMellon, as trustee (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2020).\n  4.28  \nForm of 1.600% Senior Note due 2031 (included in Exhibit 4.27 hereto).\n  4.29\n \nSixteenth Supplemental Indenture dated as of September 29, 2020 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone\nHoldings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York\nMellon, as trustee (incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on September 29, 2020).\n  4.30  \nForm of 2.800% Senior Note due 2050 (included in Exhibit 4.29 hereto).\n  4.31\n \nSeventeenth Supplemental Indenture dated as of August 5, 2021 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone\nHoldings I L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York\nMellon, as trustee (incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 5, 2021).\n \n273\n  4.32  \nForm of 1.625% Senior Note due 2028 (included in Exhibit 4.31 hereto).\n  4.33\n \nEighteenth Supplemental Indenture dated as of August 5, 2021 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone Holdings\nI L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as\ntrustee (incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 5, 2021).\n  4.34  \nForm of 2.000% Senior Note due 2032 (included in Exhibit 4.33 hereto).\n  4.35\n \nNineteenth Supplemental Indenture dated as of August 5, 2021 among Blackstone Holdings Finance Co. L.L.C., The Blackstone Group Inc., Blackstone Holdings\nI L.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as\ntrustee (incorporated herein by reference to Exhibit 4.6 to the Registrant’s Current Report on Form 8-K filed with the SEC on August 5, 2021).\n  4.36  \nForm of 2.850% Senior Note due 2051 (included in Exhibit 4.35 hereto).\n  4.37\n \nTwentieth Supplemental Indenture dated as of January 10, 2022 among Blackstone Holdings Finance Co. L.L.C., Blackstone Inc., Blackstone Holdings I L.P.,\nBlackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee\n(incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on January 10, 2022).\n  4.38  \nForm of 2.550% Senior Note due 2032 (included in Exhibit 4.37 hereto).\n  4.39\n \nTwenty-First Supplemental Indenture dated as of January 10, 2022 among Blackstone Holdings Finance Co. L.L.C., Blackstone Inc., Blackstone Holdings I L.P.,\nBlackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee\n(incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current report on Form 8-K filed with the SEC on January 10, 2022).\n  4.40  \nForm of 3.200% Senior Note due 2052 (included in Exhibit 4.39 hereto).\n  4.41\n \nTwenty-Second Supplemental Indenture dated as of June 1, 2022 among Blackstone Holdings Finance Co. L.L.C., Blackstone Inc., Blackstone Holdings I L.P.,\nBlackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee\n(incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on June 1, 2022).\n  4.42  \nForm of 3.500% Senior Note due 2034 (included in Exhibit 4.41 hereto).\n  4.43\n \nTwenty-Third Supplemental Indenture dated as of November 3, 2022 among Blackstone Holdings Finance Co. L.L.C., Blackstone Inc., Blackstone Holdings I L.P.,\nBlackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as trustee\n(incorporated herein by reference to Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 3, 2022).\n  4.44  \nForm of 5.900% Senior Note due 2027 (included in Exhibit 4.43 hereto).\n \n274\n  4.45\n \nTwenty-Fourth Supplemental Indenture dated as of November 3, 2022 among Blackstone Holdings Finance Co. L.L.C., Blackstone Inc., Blackstone Holdings I\nL.P., Blackstone Holdings AI L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and The Bank of New York Mellon, as\ntrustee (incorporated herein by reference to Exhibit 4.4 to the Registrant’s Current Report on Form 8-K filed with the SEC on November 3, 2022).\n  4.46  \nForm of 6.200% Senior Note due 2033 (included in Exhibit 4.45 hereto).\n 10.1\n \nFourth Amended and Restated Limited Partnership Agreement of Blackstone Holdings I L.P., dated as of May 7, 2021, by and among Blackstone Holdings I/II GP\nL.L.C. and the limited partners of Blackstone Holdings I L.P. party thereto (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended March 31, 2020 filed with the SEC on May 7, 2021).\n 10.2\n \nFourth Amended and Restated Limited Partnership Agreement of Blackstone Holdings II L.P., dated as of May 7, 2021, by and among Blackstone Holdings I/II GP\nL.L.C. and the limited partners of Blackstone Holdings II L.P. party thereto (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.3\n \nFifth Amended and Restated Limited Partnership Agreement of Blackstone Holdings III L.P., dated as of May 7, 2021, by and among Blackstone Holdings III GP\nL.P. and the limited partners of Blackstone Holdings III L.P. party thereto (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n\n\n 10.4\n \nFifth Amended and Restated Limited Partnership Agreement of Blackstone Holdings IV L.P., dated as of May 7, 2021, by and among Blackstone Holdings IV GP\nL.P. and the limited partners of Blackstone Holdings IV L.P. party thereto (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.5\n \nFourth Amended and Restated Limited Partnership Agreement of Blackstone Holdings AI L.P., dated as of May 7, 2021, by and among Blackstone Holdings I/II\nGP L.L.C. and the limited partners of Blackstone Holdings AI L.P. party thereto (incorporated herein by reference to Exhibit 10.5 to the Registrant’s Quarterly\nReport on Form 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.6\n \nAmended and Restated Tax Receivable Agreement, dated as of May 7, 2021, by and among Blackstone Holdings I/II GP L.L.C., Blackstone Holdings I L.P.,\nBlackstone Holdings II L.P. and the limited partners of Blackstone Holdings I L.P. and Blackstone Holdings II L.P. party thereto (incorporated herein by reference\nto Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.7+\n \nSixth Amended and Restated Exchange Agreement, dated as of February 7, 2022, among Blackstone Inc., Blackstone Holdings AI L.P., Blackstone\nHoldings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., Blackstone Holdings IV L.P. and the Blackstone Holdings Limited Partners from time to\ntime party thereto (incorporated herein by reference to Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2021 filed\nwith the SEC on February 25, 2022)\n \n275\n 10.8\n \nAmended and Restated Registration Rights Agreement, dated as of May 7, 2021 (incorporated herein by reference to Exhibit 10.8 to the Registrant’s Quarterly\nReport on Form 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.9+*\n \nBlackstone Inc. Amended and Restated 2007 Equity Incentive Plan.\n 10.10+\n \nThe Blackstone Group Inc. Ninth Amended and Restated Bonus Deferral Plan (incorporated herein by reference to Exhibit 10.10 to the Registrant’s Quarterly\nReport on Form 10-Q for the quarter ended March 31, 2021 filed with the SEC on May 7, 2021).\n 10.11+\n \nAmended and Restated Founding Member Agreement of Stephen A. Schwarzman, dated as of March 1, 2018, by and among Blackstone Holdings I L.P. and\nStephen A. Schwarzman (incorporated herein by reference to Exhibit 10.11 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2017 filed with the SEC on March 1, 2018).\n 10.12+\n \nLetter Agreement, dated as of July 1, 2019, amending Amended and Restated Founding Member Agreement of Stephen A. Schwarzman, dated as of\nMarch 1, 2018, by and among Blackstone Holdings I L.P. and Stephen A. Schwarzman (incorporated herein by reference to Exhibit 99.9 to the Registrant’s\nCurrent Report on Form 8-K filed with the SEC on July 5, 2019).\n 10.13+\n \nForm of Senior Managing Director Agreement by and among Blackstone Holdings I L.P. and each of the Senior Managing Directors from time to time party thereto\n(incorporated herein by reference to Exhibit 10.12 to the Registrant’s Registration Statement on Form S-1/A filed with the SEC on June 14, 2007). (Applicable to\nall executive officers other than Mr. Schwarzman.)\n 10.14+\n \nForm of Deferred Restricted Common Unit Award Agreement (Directors) (incorporated herein by reference to Exhibit 10.36 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended June 30, 2008 filed with the SEC on August 8, 2008).\n 10.15+\n \nForm of Deferred Restricted Blackstone Holdings Unit Award Agreement for Executive Officers (incorporated herein by reference to Exhibit 10.37 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 filed with the SEC on November 7, 2008).\n 10.16+\n \nSecond Amended and Restated Limited Liability Company Agreement of BMA V L.L.C., dated as of May 31, 2007, by and among Blackstone Holdings III L.P. and\ncertain members of BMA V L.L.C. (incorporated herein by reference to Exhibit 10.12 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nJune 30, 2007 filed with the SEC on August 13, 2007).\n 10.17+\n \nSecond Amended and Restated Agreement of Limited Partnership of Blackstone Real Estate Management Associates International L.P., dated as of\nMay 31, 2007, by and among BREA International (Cayman) Ltd. and certain limited partners (incorporated herein by reference to Exhibit 10.13 to the Registrant’s\nQuarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.18+\n \nAmendment No. 1 dated as of January 1, 2008 to the Second Amended and Restated Agreement of Limited Partnership of Blackstone Real Estate Management\nAssociates International L.P., dated as of May 31, 2007, by and among BREA International (Cayman) Ltd. and certain limited partners (incorporated herein by\nreference to Exhibit 10.19.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 filed with the SEC on May 15, 2008).\n 10.19+\n \nSecond Amended and Restated Agreement of Limited Partnership of Blackstone Real Estate Management Associates International II L.P., dated as of\nMay 31, 2007, by and among BREA International (Cayman) II Ltd. and certain limited partners (incorporated herein by reference to Exhibit 10.14 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on August 13, 2007).\n \n276\n 10.20+\n \nAmendment No. 1 dated as of January 1, 2008 to the Second Amended and Restated Agreement of Limited Partnership of Blackstone Real Estate Management\nAssociates International II L.P., dated as of May 31, 2007, by and among BREA International (Cayman) II Ltd. and certain limited partners (incorporated herein by\nreference to Exhibit 10.20.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 filed with the SEC on May 15, 2008).\n 10.21+\n \nSecond Amended and Restated Limited Liability Company Agreement of Blackstone Management Associates IV L.L.C., dated as of May 31, 2007, by and among\nBlackstone Holdings III L.P. and certain members of Blackstone Management Associates IV L.L.C. (incorporated herein by reference to Exhibit 10.15 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.22+\n \nSecond Amended and Restated Limited Liability Company Agreement of Blackstone Mezzanine Management Associates L.L.C., dated as of May 31, 2007, by\nand among Blackstone Holdings III L.P. and certain members of Blackstone Mezzanine Management Associates L.L.C. (incorporated herein by reference to\nExhibit 10.16 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.23+\n \nSecond Amended and Restated Limited Liability Company Agreement of Blackstone Mezzanine Management Associates II L.L.C., dated as of May 31, 2007, by\nand among Blackstone Holdings III L.P. and certain members of Blackstone Mezzanine Management Associates II L.L.C. (incorporated herein by reference to\nExhibit 10.17 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.24+\n \nSecond Amended and Restated Limited Liability Company Agreement of BREA IV L.L.C., dated as of May 31, 2007, by and among Blackstone Holdings III L.P.\nand certain members of BREA IV L.L.C. (incorporated herein by reference to Exhibit 10.18 to the Registrant’s Quarterly Report on Form 10-Q for the quarter\nended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.25+\n \nSecond Amended and Restated Limited Liability Company Agreement of BREA V L.L.C., dated as of May 31, 2007, by and among Blackstone Holdings III L.P.\nand certain members of BREA V L.L.C. (incorporated herein by reference to Exhibit 10.19 to the Registrant’s Quarterly Report on Form 10-Q for the quarter\nended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.26+\n \nSecond Amended and Restated Limited Liability Company Agreement of BREA VI L.L.C., dated as of May 31, 2007, by and among Blackstone Holdings III L.P.\nand certain members of BREA VI L.L.C. (incorporated herein by reference to Exhibit 10.20 to the Registrant’s Quarterly Report on Form 10-Q for the quarter\nended June 30, 2007 filed with the SEC on August 13, 2007).\n 10.27+\n \nAmendment No. 1 dated as of January 1, 2008 to the Second Amended and Restated Limited Liability Company Agreement of BREA VI L.L.C., dated as of\nMay 31, 2007, by and among Blackstone Holdings III L.P. and certain members of BREA VI L.L.C. (incorporated herein by reference to Exhibit 10.26.1 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2008 filed with the SEC on May 15, 2008).\n 10.28+\n \nSecond Amended and Restated Limited Liability Company Agreement of Blackstone Communications Management Associates I L.L.C., dated as of\nMay 31, 2007, by and among Blackstone Holdings III L.P. and certain members of Blackstone Communications Management Associates I L.L.C. (incorporated\nherein by reference to Exhibit 10.21 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2007 filed with the SEC on\nAugust 13, 2007).\n \n277\n 10.29+\n \nAmended and Restated Limited Liability Company Agreement of BCLA L.L.C., dated as of April 15, 2008, by and among Blackstone Holdings III L.P. and certain\nmembers of BCLA L.L.C. (incorporated herein by reference to Exhibit 10.28 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nMarch 31, 2008 filed with the SEC on May 15, 2008).\n\n\n 10.30+\n \nThird Amended and Restated Agreement of Limited Partnership of Blackstone Real Estate Management Associates Europe III L.P., dated as of June 30, 2008\n(incorporated herein by reference to Exhibit 10.28 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 filed with the SEC on\nAugust 8, 2008).\n 10.31+\n \nSecond Amended and Restated Limited Liability Company Agreement of Blackstone Real Estate Special Situations Associates L.L.C., dated as of June 30, 2008\n(incorporated herein by reference to Exhibit 10.29 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2008 filed with the SEC on\nAugust 8, 2008).\n 10.32+\n \nBMA VI L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of July 31, 2008 (incorporated herein by reference to Exhibit 10.30 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2008 filed with the SEC on November 7, 2008).\n 10.33+\n \nFourth Amended and Restated Limited Liability Company Agreement of GSO Associates LLC, dated as of March 3, 2008 (incorporated herein by reference to\nExhibit 10.33 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC on March 2, 2009).\n 10.34+\n \nAmended and Restated Limited Liability Company Agreement of GSO Overseas Associates LLC, dated as of March 3, 2008 (incorporated herein by reference to\nExhibit 10.34 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC on March 2, 2009).\n 10.35+\n \nThird Amended and Restated Limited Liability Company Agreement of GSO Capital Opportunities Associates LLC, dated as of March 3, 2008 (incorporated\nherein by reference to Exhibit 10.36 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC on March 2, 2009).\n 10.36+\n \nThird Amended and Restated Limited Liability Company Agreement of GSO Capital Opportunities Overseas Associates LLC, dated as of March 3, 2008\n(incorporated herein by reference to Exhibit 10.37 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC on\nMarch 2, 2009).\n 10.37+\n \nAmended and Restated Limited Liability Company Agreement of GSO Liquidity Overseas Associates LLC, dated as of March 3, 2008 (incorporated herein by\nreference to Exhibit 10.39 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2008 filed with the SEC on March 2, 2009).\n 10.38+\n \nBlackstone / GSO Capital Solutions Associates LLC Second Amended and Restated Limited Liability Company Agreement, dated as of May 22, 2009\n(incorporated herein by reference to Exhibit 10.40 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 filed with the SEC on\nAugust 7, 2009).\n 10.39+\n \nBlackstone / GSO Capital Solutions Overseas Associates LLC Second Amended and Restated Limited Liability Company Agreement, dated as of July 10, 2009\n(incorporated herein by reference to Exhibit 10.41 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 filed with the SEC on\nAugust 7, 2009).\n \n278\n 10.40+\n \nBlackstone Real Estate Special Situations Associates II L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of June 30, 2009\n(incorporated herein by reference to Exhibit 10.42 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 filed with the SEC on\nAugust 7, 2009).\n 10.41+\n \nBlackstone Real Estate Special Situations Management Associates Europe L.P. Amended and Restated Agreement of Limited Partnership, dated as of\nJune 30, 2009 (incorporated herein by reference to Exhibit 10.43 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 filed with\nthe SEC on August 7, 2009).\n 10.42+\n \nBRECA L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of May 1, 2009 (incorporated herein by reference to Exhibit 10.44 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2009 filed with the SEC on August 7, 2009).\n 10.43+\n \nGSO Targeted Opportunity Associates LLC Amended and Restated Limited Liability Company Agreement, dated as of December 9, 2009 (incorporated herein by\nreference to Exhibit 10.48 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 filed with the SEC on May 10, 2010).\n 10.44+\n \nGSO Targeted Opportunity Overseas Associates LLC Amended and Restated Limited Liability Company Agreement, dated as of December 9, 2009 (incorporated\nherein by reference to Exhibit 10.49 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2010 filed with the SEC on\nMay 10, 2010).\n 10.45+\n \nBCVA L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of July 8, 2010 (incorporated herein by reference to Exhibit 10.50 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2010 filed with the SEC on August 6, 2010).\n 10.46+\n \nAmended and Restated Agreement of Exempted Limited Partnership of MB Asia REA L.P., dated November 23, 2010 (incorporated herein by reference to\nExhibit 10.51 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2010 filed with the SEC on February 25, 2011).\n 10.47+\n \nAmended and Restated Limited Liability Company Agreement of GSO SJ Partners Associates LLC, dated December 7, 2010, by and among GSO Holdings I\nL.L.C. and certain members of GSO SJ Partners Associates LLC thereto (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended March 31, 2011 filed with the SEC on May 6, 2011).\n 10.48+\n \nAmended and Restated Exempted Limited Partnership Agreement of GSO Capital Opportunities Associates II LP, dated as of December 31, 2015 (incorporated\nherein by reference to Exhibit 10.53 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on\nFebruary 26, 2016).\n 10.49+\n \nBlackstone EMA L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of August 1, 2011 (incorporated herein by reference to\nExhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2011 filed with the SEC on November 9, 2011).\n 10.50+\n \nBlackstone Real Estate Associates VII L.P. Second Amended and Restated Agreement of Limited Partnership, dated as of September 1, 2011 (incorporated\nherein by reference to Exhibit 10.53.1 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2011 filed with the SEC on\nFebruary 28, 2012).\n \n279\n 10.51+\n \nGSO Energy Partners-A Associates LLC Second Amended and Restated Limited Liability Company Agreement, dated as of February 28, 2012 (incorporated\nherein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 filed with the SEC on May 7, 2012).\n 10.52+\n \nBTOA L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of February 15, 2012 (incorporated herein by reference to Exhibit 10.2 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012 filed with the SEC on May 7, 2012).\n 10.53+\n \nForm of Deferred Holdings Unit Agreement for Senior Managing Directors (incorporated herein by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on\nForm 10-Q for the quarter ended June 30, 2012 filed with the SEC on August 7, 2012).\n 10.54+\n \nAmended and Restated Limited Liability Company Agreement of Blackstone Commercial Real Estate Debt Associates L.L.C., dated as of November 12, 2010\n(incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2012 filed with the SEC on\nAugust 7, 2012).\n 10.55+\n \nLimited Liability Company Agreement of Blackstone Innovations L.L.C., dated November 2, 2012 (incorporated herein by reference to Exhibit 10.1 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 filed with the SEC on November 2, 2012).\n 10.56+\n \nAmended and Restated Agreement of Exempted Limited Partnership of Blackstone Innovations (Cayman) III L.P., dated November 2, 2012 (incorporated herein\nby reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 filed with the SEC on\nNovember 2, 2012).\n 10.57+\n \nGSO Foreland Resources Co-Invest Associates LLC Amended and Restated Limited Liability Company Agreement, dated as of August 10, 2012 (incorporated\nherein by reference to Exhibit 10.60 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2012 filed with the SEC on March 1, 2013).\n 10.58+\n \nGSO Palmetto Opportunistic Associates LLC Amended and Restated Limited Liability Company Agreement, dated as of July 31, 2012 (incorporated herein by\nreference to Exhibit 10.61 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2012 filed with the SEC on March 1, 2013).\n 10.59+\n \nSecond Amended and Restated Agreement of Exempted Limited Partnership of Blackstone Real Estate Associates Asia L.P., dated February 26, 2014\n(incorporated herein by reference to Exhibit 10.63 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC on\nFebruary 28, 2014).\n\n\n 10.60+\n \nAmended and Restated Agreement of Exempted Limited Partnership of Blackstone Real Estate Associates Europe IV L.P., dated February 26, 2014 (incorporated\nherein by reference to Exhibit 10.64 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2013 filed with the SEC on\nFebruary 28, 2014).\n 10.61\n \nForm of Amended & Restated Aircraft Dry Lease Agreement (N113CS) between 113CS LLC and Blackstone Administrative Services Partnership L.P.\n(incorporated herein by reference to Exhibit 10.61 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC on\nFebruary 24, 2023).\n \n280\n 10.62+\n \nForm of Special Equity Award – Deferred Holdings Unit Agreement under The Blackstone Group L.P. 2007 Equity Incentive Plan (incorporated herein by\nreference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2015 filed with the SEC on August 6, 2015).\n 10.63+\n \nAmended and Restated Agreement of Limited Partnership of BREP Edens Associates L.P., dated as of December 18, 2013 (incorporated herein by reference to\nExhibit 10.76 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n 10.64+\n \nAmended and Restated Agreement of Exempt Limited Partnership of Blackstone AG Associates L.P., dated as of February 16, 2016 and deemed effective as of\nMay 30, 2014 (incorporated herein by reference to Exhibit 10.77 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with\nthe SEC on February 26, 2016).\n 10.65+\n \nAmended and Restated Agreement of Limited Partnership of BREP OMP Associates L.P., dated as of June 27, 2014 (incorporated herein by reference to Exhibit\n10.78 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n 10.66+\n \nAmended and Restated Agreement of Exempted Limited Partnership of Blackstone OBS Associates L.P., dated as of February 16, 2016 and deemed effective\nJuly 25, 2014 (incorporated herein by reference to Exhibit 10.79 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with\nthe SEC on February 26, 2016).\n 10.67+\n \nAmended and Restated Limited Liability Company Agreement of Blackstone EMA II L.L.C., dated as of October 21, 2014 (incorporated herein by reference to\nExhibit 10.80 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n 10.68+\n \nSecond Amended and Restated Agreement of Limited Partnership of Blackstone Liberty Place Associates L.P., dated as of February 9, 2015 (incorporated herein\nby reference to Exhibit 10.81 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n 10.69+\n \nSecond Amended and Restated Agreement of Exempted Limited Partnership of BPP Core Asia Associates L.P., dated February 16, 2016 and deemed effective\nMarch 18, 2015 (incorporated herein by reference to Exhibit 10.82 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed\nwith the SEC on February 26, 2016).\n 10.70+\n \nSecond Amended and Restated Agreement of Exempted Limited Partnership of BPP Core Asia Associates-NQ L.P., dated as of February 16, 2016 and deemed\neffective March 18, 2015 (incorporated herein by reference to Exhibit 10.83 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2015 filed with the SEC on February 26, 2016).\n 10.71+\n \nAmended and Restated Agreement of Limited Partnership of Blackstone Real Estate Associates VIII L.P., dated as of March 27, 2015 (incorporated herein by\nreference to Exhibit 10.84 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n 10.72+\n \nAmended and Restated Limited Liability Company Agreement of BMA VII L.L.C., dated as of May 13, 2015 (incorporated herein by reference to Exhibit 10.85 to\nthe Registrant’s Annual Report on Form 10-K for the year ended December 31, 2015 filed with the SEC on February 26, 2016).\n \n281\n 10.73+\n \nAmended and Restated Agreement of Exempt Limited Partnership of Blackstone Property Associates International L.P., dated as of February 16, 2016 and\ndeemed effective as of July 15, 2015 (incorporated herein by reference to Exhibit 10.86 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2015 filed with the SEC on February 26, 2016).\n 10.74+\n \nAmended and Restated Agreement of Exempt Limited Partnership of Blackstone Property Associates International-NQ L.P., dated as of February 16, 2016 and\ndeemed effective July 28, 2015 (incorporated herein by reference to Exhibit 10.87 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2015 filed with the SEC on February 26, 2016).\n 10.75+\n \nBTOA II L.L.C. Amended and Restated Limited Liability Company Agreement, dated as of December 19, 2014 (incorporated herein by reference to Exhibit 10.1 to\nthe Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2016 filed with the SEC on August 4, 2016).\n 10.76+\n \nSpecial Equity Award — Deferred Holdings Unit Agreement under The Blackstone Group L.P. 2007 Equity Incentive Plan (Chief Financial Officer) (incorporated\nherein by reference to Exhibit 10.82 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on\nFebruary 24, 2017).\n 10.77+\n \nForm of Deferred Holdings Unit Agreement under The Blackstone Group L.P. 2007 Equity Incentive Plan (2013 and 2014 awards) (incorporated herein by\nreference to Exhibit 10.83 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2016 filed with the SEC on February 24, 2017).\n 10.78+\n \nAmended and Restated Agreement of Exempted Limited Partnership of Blackstone Real Estate Associates Europe V L.P., dated May 8, 2017 and deemed\neffective March 1, 2016 (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017\nfiled with the SEC on May 9, 2017).\n 10.79+\n \nAmended and Restated Limited Liability Company Agreement of Blackstone CEMA L.L.C., dated February 9, 2016 (incorporated herein by reference to\nExhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017 filed with the SEC on August 8, 2017).\n 10.80+\n \nAmended and Restated Agreement of Limited Partnership of Blackstone Real Estate Debt Strategies Associates II L.P., dated February 15, 2018 and deemed\neffective as of April 17, 2013 (incorporated herein by reference to Exhibit 10.86 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2017 filed with the SEC on March 1, 2018).\n 10.81+\n \nAmended and Restated Agreement of Limited Partnership of Blackstone Real Estate Debt Strategies Associates III L.P., dated February 15, 2018 and deemed\neffective as of July 25, 2016 (incorporated herein by reference to Exhibit 10.87 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2017 filed with the SEC on March 1, 2018).\n 10.82*\n \nForm of Aircraft Dry Lease Agreement between GH4 Partners LLC and Blackstone Administrative Services Partnership L.P.\n 10.83\n \nForm of Aircraft Dry Lease Agreement (N345XB) between Hilltop Asset Holdings LLC and Blackstone Administrative Services Partnership L.P. (incorporated\nherein by reference to Exhibit 10.83 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on\nFebruary 28, 2020).\n 10.84\n \nForm of Aircraft Dry Lease Agreement (N776BT) between Hilltop Asset Holdings LLC and Blackstone Administrative Services Partnership L.P. (incorporated\nherein by reference to Exhibit 10.84 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on\nFebruary 28, 2020).\n \n282\n 10.85\n \nAmended and Restated Credit Agreement dated as of March 23, 2010, as amended and restated as of May 29, 2014, as further amended and restated as of\nAugust 31, 2016, as further amended and restated as of September 21, 2018, as further amended and restated as of November 24, 2020, as further amended\nand restated as of June 3, 2022, and as further amended and restated as of December 15, 2023, among Blackstone Holdings Finance Co. L.L.C., as borrower,\nBlackstone Holdings AI L.P., Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P. and Blackstone Holdings IV L.P., as guarantors,\nCitibank, N.A., as administrative agent and the lenders party thereto (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Current Report on\nForm 8-K filed with the SEC on December 20, 2023).\n 10.86+\n \nAmended and Restated Limited Partnership Agreement of BTOA III L.P., dated as of February 27, 2019 and deemed effective as of May 24, 2018 (incorporated\nherein by reference to Exhibit 10.92 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on March 1, 2019).\n\n\n 10.87+\n \nAmended and Restated Deferred Holdings Unit Agreement under The Blackstone Group L.P. 2007 Equity Incentive Plan between The Blackstone Group L.P.\nand the Participant named therein (incorporated herein by reference to Exhibit 10.93 to the Registrant’s Annual Report on Form 10-K for the year ended\nDecember 31, 2018 filed with the SEC on March 1, 2019).\n 10.88+\n \nForm of Deferred Holdings Unit Agreement under The Blackstone Group L.P. 2007 Equity Incentive Plan (incorporated herein by reference to Exhibit 10.94 to the\nRegistrant’s Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC on March 1, 2019).\n 10.89+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Management Associates Asia L.P., dated as of August 6, 2019, and deemed effective as of\nNovember 9, 2017 (incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019 filed\nwith the SEC on August 8, 2019).\n 10.90+\n \nSecond Amended and Restated Limited Partnership Agreement of BREIT Special Limited Partner L.P., dated as of February 12, 2020 and deemed effective as of\nJanuary 1, 2018 (incorporated herein by reference to Exhibit 10.90 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed\nwith the SEC on February 28, 2020).\n 10.91+\n \nAmended and Restated Exempted Limited Partnership Agreement of Blackstone Real Estate Associates Asia II L.P., dated August 6, 2019 and deemed effective\nSeptember 21, 2017 (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019 filed\nwith the SEC on August 8, 2019).\n 10.92+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Total Alternatives Solution Associates L.P., dated as of August 6, 2019 and deemed\neffective as of August 24, 2014 (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30,\n2019 filed with the SEC on August 8, 2019).\n 10.93+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Total Alternatives Solution Associates 2015 I L.P., dated as of August 6, 2019 and deemed\neffective as of February 24, 2015 (incorporated herein by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nJune 30, 2019 filed with the SEC on August 8, 2019).\n \n283\n 10.94+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Total Alternatives Solution Associates 2016 L.P., dated as of August 6, 2019 and deemed\neffective as of December 9, 2016 (incorporated herein by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nJune 30, 2019 filed with the SEC on August 8, 2019).\n 10.95+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Total Alternatives Solution Associates IV L.P., dated as of August 6, 2019 and deemed\neffective as of December 22, 2017 (incorporated herein by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nJune 30, 2019 filed with the SEC on August 8, 2019).\n 10.96+\n \nAmended and Restated Limited Partnership Agreement of Blackstone Total Alternatives Solution Associates V L.P., dated as of August 6, 2019 and deemed\neffective as of October 31, 2018 (incorporated herein by reference to Exhibit 10.8 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nJune 30, 2019 filed with the SEC on August 8, 2019).\n 10.97+\n \nThird Amended and Restated Limited Liability Company Agreement of BTOSIA L.L.C., dated as of August 6, 2019 and deemed effective as of May 12, 2016\n(incorporated herein by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019 filed with the SEC on\nAugust 8, 2019).\n 10.98+\n \nAmended and Restated Exempted Limited Partnership Agreement of Blackstone UK Mortgage Opportunities Management Associates (Cayman) L.P., dated\nAugust 6, 2019 and deemed effective December 4, 2015 (incorporated herein by reference to Exhibit 10.10 to the Registrant’s Quarterly Report on Form 10-Q for\nthe quarter ended June 30, 2019 filed with the SEC on August 8, 2019).\n 10.99+\n \nAmended and Restated Limited Partnership Agreement of Blackstone EMA III GP L.P., dated as of November 6, 2019 and deemed effective as of\nAugust 17, 2018 (incorporated herein by reference to Exhibit 10.12 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019\nfiled with the SEC on November 8, 2019).\n 10.100+\n \nAmended and Restated Limited Partnership Agreement of BMA VIII GP L.P., dated as of November 6, 2019 and deemed effective as of March 29, 2019\n(incorporated herein by reference to Exhibit 10.13 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2019 filed with the\nSEC on November 8, 2019).\n 10.101+\n \nForm of Deferred Holdings Unit Agreement under The Blackstone Group Inc. Amended and Restated 2007 Equity Incentive Plan (2019) (incorporated herein by\nreference to Exhibit 10.101 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 28, 2020).\n 10.102+\n \nForm of Deferred Holdings Unit Agreement under The Blackstone Group Inc. Amended and Restated 2007 Equity Incentive Plan (Termination Vesting 2019)\n(incorporated herein by reference to Exhibit 10.102 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on\nFebruary 28, 2020).\n 10.103+\n \nForm of Deferred Unit Agreement under The Blackstone Group Inc. Amended and Restated 2007 Equity Incentive Plan (2020) (incorporated herein by reference\nto Exhibit 10.103 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 28, 2020).\n 10.104+\n \nForm of Deferred Unit Agreement under The Blackstone Group Inc. Amended and Restated 2007 Equity Incentive Plan (Termination Vesting 2020) (incorporated\nherein by reference to Exhibit 10.104 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on\nFebruary 28, 2020).\n \n284\n 10.105+\n \nAmended and Restated Limited Partnership Agreement of BREA Europe VI (Cayman) L.P., dated as of February 26, 2020 and deemed effective as of\nMay 8, 2019 (incorporated herein by reference to Exhibit 10.105 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with\nthe SEC on February 28, 2020).\n 10.106+\n \nAmended and Restated Limited Partnership Agreement of BREA IX (Delaware) L.P., dated as of February 26, 2020 and deemed effective as of\nDecember 21, 2018 (incorporated herein by reference to Exhibit 10.106 to the Registrant’s Annual Report on Form 10-K for the year ended December 31, 2019\nfiled with the SEC on February 28, 2020).\n 10.107+\n \nAmended and Restated Agreement of Limited Partnership, of Strategic Partners Fund Solutions Associates – NC Real Asset Opportunities, L.P., dated as of\nSeptember 30, 2014 (incorporated herein by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nSeptember 30, 2020 filed with the SEC on November 6, 2020).\n 10.108+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates Real Estate VI L.P., dated as of April 8, 2015\n(incorporated herein by reference to Exhibit 10.7 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed with the SEC\non November 6, 2020).\n 10.109+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates Real Estate VII L.P., dated November 4, 2020, and\neffective as of December 13, 2018 (incorporated herein by reference to Exhibit 10.8 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nSeptember 30, 2020 filed with the SEC on November 6, 2020).\n 10.110+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates Infrastructure III L.P., dated November 4, 2020, and\neffective as of December 24, 2019 (incorporated herein by reference to Exhibit 10.9 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nSeptember 30, 2020 filed with the SEC on November 6, 2020).\n 10.111+\n \nAmended and Restated Agreement of Limited Partnership of Strategic Partners Fund Solutions Associates RA II L.P., dated November 4, 2020, and effective as\nof April 3, 2017 (incorporated herein by reference to Exhibit 10.10 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020\nfiled with the SEC on November 6, 2020).\n 10.112+\n \nSecond Amended and Restated Agreement of Limited Partnership of Strategic Partners Fund Solutions Associates VI L.P., dated as of May 23, 2023\n(incorporated herein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2023 filed with the SEC on\nAugust 4, 2023).\n\n\n 10.113+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates VII L.P., dated as of February 12, 2016 (incorporated\nherein by reference to Exhibit 10.12 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed with the SEC on\nNovember 6, 2020).\n 10.114+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates VIII L.P., dated November 4, 2020, and effective as of\nDecember 21, 2018 (incorporated herein by reference to Exhibit 10.13 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nSeptember 30, 2020 filed with the SEC on November 6, 2020).\n \n285\n 10.115+\n \nAmended and Restated Limited Partnership Agreement of Strategic Partners Fund Solutions Associates DE L.P., dated November 4, 2020, and effective as of\nFebruary 26, 2018 (incorporated herein by reference to Exhibit 10.14 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended\nSeptember 30, 2020 filed with the SEC on November 6, 2020).\n 10.116+\n \nAmended and Restated Limited Partnership Agreement of Blackstone CEMA II GP L.P., dated as of November 4, 2020 (incorporated herein by reference to\nExhibit 10.15 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed with the SEC on November 6, 2020).\n 10.117+\n \nAmended and Restated Limited Partnership Agreement of BREDS IV L.P., dated as of November 4, 2020, and effective as of April 3, 2020 (incorporated herein by\nreference to Exhibit 10.16 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed with the SEC on November 6, 2020).\n 10.118+\n \nAmended and Restated Limited Partnership Agreement of BXLS V GP L.P., dated as of November 4, 2020, and effective as of December 31, 2019 (incorporated\nherein by reference to Exhibit 10.17 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2020 filed with the SEC on\nNovember 6, 2020).\n 10.119\n \nWithdrawal Agreement between Blackstone Holdings I L.P. and Hamilton E. James dated May 3, 2022 (incorporated herein by reference to Exhibit 10.2 to the\nRegistrant’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022 filed with the SEC on May 5, 2022).\n 10.120\n \nForm of Aircraft Dry Lease Agreement between Hilltop Asset Holdings LLC and Blackstone Administrative Services Partnership L.P. (incorporated herein by\nreference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2022 filed with the SEC on August 5, 2022).\n 10.121*\n \nForm of Aircraft Dry Lease Agreement between GH4 Partners LLC and Blackstone Administrative Services Partnership L.P.\n 10.122+\n \nAmended and Restated Limited Partnership Agreement of BXGA GP L.P., dated as of November 3, 2023 and deemed effective as of July 15, 2020 (incorporated\nherein by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 filed with the SEC on\nNovember 3, 2023).\n 10.123+\n \nAmended and Restated Exempted Limited Partnership Agreement of BMA Asia II GP L.P., dated November 3, 2023 and deemed effective from March 31, 2021\n(incorporated herein by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 filed with the SEC\non November 3, 2023).\n 10.124+\n \nSecond Amended and Restated Limited Partnership Agreement of Blackstone Clarus GP L.P., dated as of November 3, 2023 and deemed effective as of\nNovember 30, 2018 (incorporated herein by reference to Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30,\n2023 filed with the SEC on November 3, 2023).\n 10.125+\n \nAmended and Restated Exempted Limited Partnership Agreement of BREA Asia III (Cayman) L.P., dated November 3, 2023 and deemed effective from\nSeptember 27, 2021 (incorporated herein by reference to Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30,\n2023 filed with the SEC on November 3, 2023).\n \n286\n 10.126+\n \nAmended and Restated Limited Partnership Agreement of BREA X (Delaware) L.P., dated as of November 3, 2023 and deemed effective as of May 4, 2022\n(incorporated herein by reference to Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 filed with the SEC\non November 3, 2023).\n 10.127+\n \nAmended and Restated Limited Partnership Agreement of BTOA IV L.P., dated as of November 3, 2023 and deemed effective as of August 2, 2021 (incorporated\nherein by reference to Exhibit 10.6 to the Registrant’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2023 filed with the SEC on\nNovember 3, 2023).\n 21.1*\n \nSubsidiaries of the Registrant.\n 23.1*\n \nConsent of Deloitte & Touche LLP.\n 31.1*\n \nCertification of the Chief Executive Officer pursuant to Rule 13a-14(a).\n 31.2*\n \nCertification of the Chief Financial Officer pursuant to Rule 13a-14(a).\n 32.1**\n \nCertification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.\n 32.2**\n \nCertification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.\n 97.1*\n \nBlackstone Inc. Incentive Compensation Clawback Policy.\n 99.1*\n \nSection 13(r) Disclosure.\n 101.INS*  \nInline XBRL Instance Document.\n 101.SCH* \nInline XBRL Taxonomy Extension Schema Document.\n 101.CAL*  \nInline XBRL Taxonomy Extension Calculation Linkbase Document.\n 101.DEF* \nInline XBRL Taxonomy Extension Definition Linkbase Document.\n 101.LAB*  \nInline XBRL Taxonomy Extension Label Linkbase Document.\n 101.PRE* \nInline XBRL Taxonomy Extension Presentation Linkbase Document.\n 104*\n \nCover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).\n \n*\nFiled herewith.\n**\nFurnished herewith.\n+\nManagement contract or compensatory plan or arrangement in which directors or executive officers are eligible to participate.\nThe agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of\nthe agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these\nagreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the\ndate they were made or at any other time.\n \nItem 16.\nForm 10-K Summary\nNone.\n \n287\nSignatures\nPursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the\nundersigned, thereunto duly authorized.\n\n\nDate: February 23, 2024\n \nBlackstone Inc.\n \n/s/ Michael S. Chae\nName:  \nMichael S. Chae\nTitle:  \nChief Financial Officer\n \n(Principal Financial Officer and Authorized Signatory)\nPursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the\ncapacities indicated on this 23rd day of February, 2024.\n \n/s/ Stephen A. Schwarzman\nStephen A. Schwarzman, Chief Executive Officer\nand Chairman of the Board of Directors\n(Principal Executive Officer)\n  \n/s/ James W. Breyer\nJames W. Breyer, Director\n/s/ Jonathan D. Gray\nJonathan D. Gray, President, Chief Operating Officer and Director\n  \n/s/ Reginald J. Brown\nReginald J. Brown, Director\n/s/ Michael S. Chae\nMichael S. Chae, Chief Financial Officer\n(Principal Financial Officer)\n  \n/s/ Rochelle B. Lazarus\nRochelle B. Lazarus, Director\n/s/ David Payne\nDavid Payne, Chief Accounting Officer\n(Principal Accounting Officer)\n  \n/s/ Brian Mulroney\nBrian Mulroney, Director\n/s/ Joseph P. Baratta\nJoseph P. Baratta, Director\n  \n/s/ William G. Parrett\nWilliam G. Parrett, Director\n/s/ Kelly A. Ayotte\nKelly A. Ayotte, Director\n  \n/s/ Ruth Porat\nRuth Porat, Director\n \n \n288","difficulty":"easy","domain":"Multi-Document QA","length":"long","question":"Which statement is not true accroding to two financial reports of Blackstone?","sub_domain":"Financial"}

Source: https://huggingface.co/datasets/zai-org/LongBench-v2

initial import

Posting: /agents

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