Blue Owl holder shifts 1M units to limited partners
Rhea-AI Filing Summary
BLUE OWL CAPITAL INC. (OWL) reported that major holder Dyal Capital SLP LP restructured its indirect ownership interests. On 2026-09-01, Dyal Capital SLP LP disposed of 500,000 Blue Owl Operating Group Units and 500,000 Class D Shares, transferring them for no consideration to certain limited partners referred to as the Dyal Partners.
The securities were previously held by Dyal Capital SLP LP on behalf of limited partners, including individuals associated with Blue Owl, who and whose affiliates each disclaim beneficial ownership beyond their pecuniary interests. Each Blue Owl Operating Group Unit may, upon cancellation of an equal number of Class D Shares, be exchanged into Class B Shares or a cash payment based on the five-day volume weighted average price of Class A Shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Seller: 500,000 shares
Net Sell
2 txns
Insider
Dyal Capital SLP LP
Role
10% Owner
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Other | Blue Owl Operating Group Units F3, F1, F2 | 500,000 | -- | -- |
| Other | Class D Shares F1, F2 | 500,000 | -- | -- |
Holdings After Transaction:
Blue Owl Operating Group Units — 131,764,357 shares (Indirect, See Footnote);
Class D Shares — 131,764,357 shares (Indirect, See Footnote)
Footnotes (3)
- F1. The reported transaction is a disposition by Dyal Capital SLP LP ("Dyal SLP") to certain Dyal Partners (as defined below) for no consideration of shares of Blue Owl Capital Inc.'s (the "Issuer") Class D common stock ("Class D Shares") and an equal number of common units ("Blue Owl Operating Group Units") of Blue Owl Capital Holdings LP, a Delaware limited partnership ("Blue Owl Holdings").
- F2. Consists of Class D Shares and an equal number of Blue Owl Operating Group Units held directly by Dyal SLP on behalf of limited partners of Dyal SLP, including Michael Rees, his spouse, or one or more entities controlled by Michael Rees, Andrew Polland, his spouse or one or more entities controlled by Andrew Polland, Jennifer Brouse and certain other limited partners that are officers or directors of the Issuer (collectively, the "Dyal Partners"). Each of the foregoing and their affiliates expressly disclaims beneficial ownership of the securities held by Dyal SLP except to the extent of their respective pecuniary interests therein.
- F3. Each Blue Owl Operating Group Unit, upon the cancellation of an equal number of Class D Shares, may be exchanged from time to time for an equal number of the newly issued Issuer's shares of Class B common stock ("Class B Shares"), subject to any applicable transfer restrictions and the terms of the Third Amended and Restated Exchange Agreement, dated as of April 1, 2025, or (at the election of an exchange committee of the general partner of Blue Owl Holdings) a cash payment equal to the five-day volume weighted average price of the Issuer's Class A Shares immediately prior to the applicable exchange date. Blue Owl Operating Group Units do not expire.
Key Figures
Blue Owl Operating Group Units disposed: 500,000 units
Class D Shares disposed: 500,000 shares
Total securities following transaction: 131,764,357 securities
+2 more
5 metrics
Blue Owl Operating Group Units disposed
500,000 units
Code J disposition on 2026-09-01
Class D Shares disposed
500,000 shares
Code J non-derivative disposition on 2026-09-01
Total securities following transaction
131,764,357 securities
Indirect holdings after restructuring by Dyal Capital SLP LP
Underlying Class B Shares per derivative entry
50,000 shares
Underlying security for reported Blue Owl Operating Group Units
Restructuring share volume
1,000,000 securities
Total securities involved in Code J restructuring transactions
Key Terms
Blue Owl Operating Group Units, Class D Shares, Class B Shares, Third Amended and Restated Exchange Agreement, +1 more
5 terms
Blue Owl Operating Group Units financial
"Consists of Class D Shares and an equal number of Blue Owl Operating Group Units"
Third Amended and Restated Exchange Agreement financial
"subject to any applicable transfer restrictions and the terms of the Third Amended and Restated Exchange Agreement"
volume weighted average price financial
"a cash payment equal to the five-day volume weighted average price of the Issuer's Class A Shares"
The volume weighted average price (VWAP) is a way to measure the average price of a security, such as a stock, over a specific period, taking into account how many units were traded at each price. It’s similar to calculating the average cost of items bought when some are more frequently purchased than others. Investors use VWAP to assess whether a security is being bought or sold at a fair price during trading.
FAQ
What insider transaction did Dyal Capital SLP LP report in this Form 4 for OWL?
Dyal Capital SLP LP reported a disposition of 500,000 Class D Shares and 500,000 Blue Owl Operating Group Units on 2026-09-01, classified as an “other acquisition or disposition” (Code J), transferred for no consideration to certain limited partners known as the Dyal Partners.
How many Blue Owl Operating Group Units does Dyal Capital SLP LP hold after this transaction for OWL?
After the reported restructuring transaction, Dyal Capital SLP LP’s total indirect holdings reported in the Form 4 are 131,764,357 securities, which include the Class D Shares and an equal number of Blue Owl Operating Group Units held on behalf of its limited partners.
Who are the Dyal Partners mentioned in the OWL Form 4 filing?
The Dyal Partners include certain limited partners of Dyal Capital SLP LP, such as Michael Rees, Andrew Polland, Jennifer Brouse, their spouses, controlled entities, and other limited partners who are officers or directors of Blue Owl Capital Inc.
How can Blue Owl Operating Group Units reported in the OWL filing be exchanged?
Each Blue Owl Operating Group Unit may, upon cancellation of an equal number of Class D Shares, be exchanged for an equal number of Class B Shares or, at the election of an exchange committee, a cash payment equal to the five-day volume weighted average price of Class A Shares before the exchange date.
Do the individuals named in the OWL Form 4 claim full beneficial ownership of these securities?
No. The filing states that each of the named individuals, other Dyal Partners, and their affiliates expressly disclaim beneficial ownership of securities held by Dyal Capital SLP LP except to the extent of their respective pecuniary interests.
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