Blue Owl 10% holder proposes Class A share sale

BLUE OWL says a 10% stockholder’s proposed NYSE sale of Class A shares under Rule 144 could be targeted for Sept. 1, 2026, via Citigroup.

Rhea-AI Filing Summary

BLUE OWL CAPITAL INC. (OWL) is the issuer for a notice of proposed sale of Class A common shares filed on behalf of NBSH Blue Investments II, LLC, identified as a 10% stockholder. The shares may be sold through Citigroup Global Markets, Inc. on the NYSE, under Rule 144. The securities were originally received in exchange for common units issued in connection with a previously disclosed business combination effective May 19, 2021, and the filing references an anticipated sale date of September 1, 2026.

Key Figures

SEC File Number: 001-39653 Anticipated sale date: 09/01/2026 Business combination effective date: 05/19/2021

3 metrics

SEC File Number 001-39653 SEC file number for BLUE OWL CAPITAL INC.

Anticipated sale date 09/01/2026 Date referenced for proposed Rule 144 sale of Class A common shares

Business combination effective date 05/19/2021 Date when Class A common shares were received in exchange for common units

Key Terms

Rule 144, 10% Stockholder, business combination, Class A Common Shares

4 terms

Rule 144 regulatory

"See the definition of "person" in paragraph (a) of Rule 144."

Rule 144 is a U.S. securities regulation that sets conditions under which restricted or insider-held shares can be legally resold to the public, such as required holding periods, availability of public information, limits on how much can be sold at once, and certain filing requirements. For investors it matters because it determines when previously locked-up shares can enter the market — like a release valve that can increase supply, affect share price, and signal insider intent.

10% Stockholder financial

"In addition, information shall be given as to sales by all persons..."

business combination financial

"common units issued in connection with the previously disclosed business combination"

A business combination happens when two or more companies join together to operate as one, like two friends merging their teams into a single group. This is important because it can change how companies grow, compete, and make money, often making them bigger and more powerful in the market.

Class A Common Shares financial

"Class A Common Shares | 05/19/2021 | The class A common shares exchanged..."

A Class A common share is a specific type of ordinary company share that represents an ownership stake and usually carries particular voting rights or payout priorities compared with other share classes. For investors it matters because those differences affect how much influence you have over company decisions, how dividends or liquidation proceeds might be distributed, and how easily the shares trade — like choosing between car models where one has extra features (more control) and another focuses on price or availability (liquidity).

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does the Form 144 filing for OWL disclose?

It discloses that NBSH Blue Investments II, LLC, a 10% stockholder of BLUE OWL CAPITAL INC. (OWL), has filed a notice of proposed sale of Class A common shares under Rule 144, potentially through Citigroup Global Markets, Inc. on or after September 1, 2026.

Who is the selling security holder in BLUE OWL CAPITAL INC. (OWL)'s Form 144?

The selling security holder is NBSH Blue Investments II, LLC, identified in the filing as a 10% stockholder of BLUE OWL CAPITAL INC.

What type of securities of OWL are covered by this Form 144?

The filing covers Class A Common Shares of BLUE OWL CAPITAL INC. to be sold for the account of NBSH Blue Investments II, LLC under Rule 144.

How were the OWL shares proposed for sale originally obtained?

The Class A common shares were obtained on May 19, 2021, when they were exchanged for common units issued in connection with a previously disclosed business combination involving BLUE OWL CAPITAL INC.

Which broker is named for the potential sale of OWL shares?

The filing names Citigroup Global Markets, Inc., located at 388 Greenwich Street in New York, as the broker for potential sales of BLUE OWL CAPITAL INC. Class A common shares on the NYSE.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 09/01/2026 - 06:29 PM EDT Accepted by SEC EDGAR 09/01/2026 - 06:29 PM EDT Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001987662
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	BLUE OWL CAPITAL INC.
SEC File Number	001-39653
Address of Issuer	399 Park Avenue 38th Floor New York NEW YORK 10022
Phone	212-419-3000
Name of Person for Whose Account the Securities are To Be Sold	NBSH Blue Investments II, LLC
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	10% Stockholder

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Class A Common Shares	Citigroup Global Markets, Inc. 388 Greenwich Street 4th Floor Trading New York NY 10013	5966525	69689012	683908596	09/01/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Class A Common Shares	05/19/2021	The class A common shares exchanged for common units issued in connection with the previously disclosed business combination on May 19, 2021.	Blue Owl Capital Inc.			487356098	05/19/2021	In consideration for the previously announced business combination.

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	09/01/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Jacques Lilly
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)