BXPE U.S.

Overview

• BXPE U.S. is Blackstone Private Equity Strategies Fund L.P., a Delaware limited partnership formed on April 5, 2022.
• The fund and its Feeder (Blackstone Private Equity Strategies Fund (TE) L.P., formed May 25, 2022) are private funds exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940.
• The Feeder offers certain investors (for example, tax-exempt and some non-U.S. investors) access to BXPE U.S. by investing all or substantially all of its assets in the fund.
• Investors are limited to accredited investors (Regulation D) and qualified purchasers (40 Act rules).
• BXPE is structured as a perpetual-life strategy with monthly fully funded subscriptions and periodic redemptions.
• Investment objective: medium- to long-term capital appreciation with modest current income.
• BXPE U.S. and the Feeder held their first closings as of January 2, 2024 and continue with monthly closings under a continuous private offering.
• BXPE is part of the broader Blackstone platform; Blackstone reported total assets under management of over $1.3 trillion and private equity segment AUM of $416.4 billion as of December 31, 2025. Blackstone employs approximately 5,285 people worldwide.

Fund structure and relationships

• The BXPE Fund Program includes BXPE U.S., the Feeder, the Aggregator, and any Parallel Funds.
• BXPE U.S. invests alongside BXPE Lux; the two are managed as distinct structures but participate in the same program.
• Investments are directed by the Sponsor, which comprises the General Partner and the Investment Manager.
  • General Partner: Blackstone Private Equity Strategies Associates L.P. (Delaware).
  • Investment Manager: Blackstone Private Investments Advisors L.L.C. (Delaware), an SEC-registered investment adviser affiliated with Blackstone.
• Sub-Investment Managers: BCSS (Blackstone Credit Systematic Strategies LLC) and BLCS (Blackstone Liquid Credit Strategies LLC) manage portions of BXPE’s investments, primarily in debt and other securities. The Investment Manager may delegate to other Blackstone investment managers over time.

Key entities

• BXPE U.S. (primary operating fund)
• Feeder (BXPE TE L.P.)
• Aggregator (used to consolidate assets for fee purposes)
• Parallel Funds (if any)
• BXPE Lux (related structure with substantially similar objectives and strategies)

Governance and oversight

• Board of Directors: seven members (as of March 13, 2026), four of whom are Independent Directors.
• The same seven individuals serve on both the BXPE U.S. Board and the Feeder Board; appointments are coordinated between the two boards.
• Audit Committees: one for the BXPE U.S. Board and one for the Feeder Board; each committee is composed solely of Independent Directors.
• BXPE U.S. Affiliate Transaction Committee reviews and approves material related-party transactions between BXPE (and its portfolio entities) and the General Partner, Investment Manager, or their affiliates.
• Independent Directors’ independence is aligned with NYSE standards or other applicable rules.
• The General Partner retains ultimate oversight; portfolio management is delegated to the Investment Manager and remains subject to Board oversight.

Investment strategy and portfolio construction

• Core focus: private equity investments, using Blackstone’s platform to build a diversified portfolio across geographies and sectors.
• Investment types:
  • Direct investments in companies or operating assets
  • Secondary investments, including secondary market purchases and fund continuation vehicles
  • Primary commitments to commingled, blind-pool funds managed by Blackstone or third-party managers
  • Investments in debt and other securities (loans, debt securities, derivatives, cash equivalents)
  • Other instruments: preferred equity, convertible debt, warrants, PIK notes, mezzanine debt, PIPE transactions, etc.
• Investment vehicles: special purpose vehicles, operating companies, platforms, joint ventures (including GP or co-GP roles), and listed companies.
• Target allocations:
  • Generally seeks to invest at least 80% of NAV in private equity investments and up to 20% in debt and other securities.
  • Allocations may vary with capital inflows, opportunity sets, or liquidity needs; the Sponsor has discretion to adjust ranges.
  • The Investment Manager may characterize investments as Direct, Secondary, or Primary depending on terms.
• Strategy coverage under Blackstone’s platform includes corporate private equity (control and control-oriented investments), growth equity, hybrid capital solutions, and secondaries including GP- or sponsor-led transactions.
• Sub-investment manager focus:
  • BCSS: primarily corporate credit assets and derivatives
  • BLCS: diversified fixed-income investments, including first lien loans, high-yield, and investment-grade and non-investment-grade credit
• Investment management arrangements:
  • The Investment Manager sources, structures, negotiates, and actively monitors investments to seek value maximization.
  • The Investment Manager’s services are non-exclusive and may be provided to other clients, subject to conflict management policies.

Fees, economics, and fund expenses

• Management Fee (paid to the Investment Manager):
  • Prior to 2026 changes: 1.25% of the Aggregator’s Transactional NAV per year, paid monthly.
  • Effective January 1, 2026, fee tiering by class:
    • Class I – Series I Units: 1.25% of Aggregator’s Transactional NAV
    • Class I – Series II Units: 1.05%
    • Class I – Series III Units: 0.95%
  • Fees accrue monthly and are paid quarterly; calculated before certain accruals and distributions and allocated net of certain tax considerations through Intermediate Entities.
  • Each fund (BXPE U.S., the Feeder, and any Parallel Fund) pays its proportional share based on its interest in the Aggregator.
  • Management Fee may be paid in cash, Units, or other forms; Units may be redeemable under specified conditions.
• Administration Fee:
  • 0.10% of the Aggregator’s Transactional NAV per year.
  • Accrued monthly and paid ahead of certain other accruals and distributions.
  • Allocated proportionally among BXPE U.S., the Feeder, and any Parallel Fund.
  • Separate from the Management Fee and other fund expenses.
• Performance Participation Allocation:
  • Allocated to the General Partner at 12.5% of total returns.
  • Hurdle: 5% annual, with a high-water mark and 100% catch-up.
  • Measured on a calendar-year basis; paid quarterly and pro-rated to each class (or series) of the Aggregator.
  • The General Partner may receive the allocation in cash, Units, or other forms; Units may be redeemable under specified terms.
• Overall economics:
  • Fees and allocations are charged to the Aggregator and allocated to BXPE U.S., the Feeder, and any Parallel Funds according to proportional interests.
  • Third-party administrative tasks may be outsourced, with costs borne by the Investment Manager out of its Administration Fee.

Summary

BXPE U.S. and the Feeder form a continuous private equity investment program (the BXPE Fund Program) that primarily invests in private equity through direct, secondary, and primary commitments, with opportunistic exposure to debt and other securities. The program is managed by Blackstone-affiliated teams and governed by Independent Directors and dedicated committees. The fee structure includes Management, Administration, and Performance Participation components, and investments are funded through monthly closings by accredited and qualified investor participants.