Blue Owl Capital (OWL) director reports 29,649 Class C units and 146,617 RSUs

Rhea-AI Filing Summary

Blue Owl Capital Inc. director reports new equity awards. A board member of Blue Owl Capital Inc. (OWL) filed a Form 4 disclosing equity compensation granted on December 9, 2025. The director received 29,649 Class C shares and corresponding Blue Owl Operating Group Units indirectly through Blue Owl Management Vehicle LP at no cash cost, tied 1-for-1 to existing incentive units.

The filing also shows a grant of 146,617 restricted stock units (RSUs) for Class A common shares, also at no cash cost. Each RSU converts into one Class A share upon vesting, scheduled in three equal annual installments on February 15, 2027, 2028 and 2029. These grants reflect ongoing equity-based compensation aligning the director’s interests with long-term shareholder value.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Brouse Jennifer

(Last) (First) (Middle)

399 PARK AVENUE, 37TH FLOOR

(Street)

NEW YORK NY 10022

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLUE OWL CAPITAL INC. [ OWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/09/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class C Shares(1)(2)	12/09/2025		A		29,649	A	$0	261,199	I	See Footnotes(1)(2)
Class A Shares	12/09/2025		A		146,617(3)	A	$0	183,310	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Blue Owl Operating Group Units(1)(2)	(2)	12/09/2025		A		29,649		(2)	(2)	Class A Shares	29,649	$0	261,199	I	See Footnotes(1)(2)

Explanation of Responses:

1. Represents shares of Class C common stock of the Issuer ("Class C Shares") and Common Units of Blue Owl Capital Holdings LP, a Delaware limited partnership ("Blue Owl Holdings"), issued or to be issued to Blue Owl Management Vehicle LP, a Delaware limited partnership ("Blue Owl Management Vehicle"), in respect of Class P Units of Blue Owl Holdings issued to Blue Owl Management Vehicle on behalf of the reporting person pursuant to the Second Amended and Restated Blue Owl Capital Inc. 2021 Omnibus Equity Incentive Plan, as amended from time to time. The reporting person holds Incentive Units of Blue Owl Management Vehicle, which correspond to the Class P Units and the resulting Common Units and Class C Shares on a 1-for-1 basis.

2. The reported Incentive Units of Blue Owl Management Vehicle are fully vested upon the grant date, but are subject to a lock-up period of one year from the grant date. After attainment of required capital account thresholds, Incentive Units settle by delivery of an equal number of Common Units of Blue Owl Holdings ("Blue Owl Operating Group Units") and Class C Shares. After expiration of the lock-up and cancellation of an equal number of Class C Shares, Blue Owl Operating Group Units may be exchanged from time to time at the request of the reporting person for an equal number of newly issued shares of the Issuer's Class A common stock ("Class A Shares") (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 shares of Class A Shares immediately prior to the applicable exchange date). Blue Owl Operating Group Units do not expire.

3. The amount shown represents Restricted Share Units ("RSUs") granted to the Reporting Person on December 9, 2025. Each RSU represents the contingent right to receive one of the Issuer's Class A Shares upon vesting. The RSUs will vest in three equal annual installments on February 15th of 2027, 2028 and 2029, respectively.

	/s/ Neena A. Reddy, as Attorney-in-Fact	12/11/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Blue Owl Capital (OWL) disclose in this Form 4?

A director of Blue Owl Capital Inc. reported receiving equity awards on December 9, 2025, including Class C shares and restricted stock units as part of compensation.

How many Class C shares were reported by the Blue Owl (OWL) director?

The director was credited with 29,649 Class C shares and an equal number of Blue Owl Operating Group Units indirectly through Blue Owl Management Vehicle LP, at a reported price of $0 per unit.

How many RSUs did the Blue Owl Capital (OWL) director receive?

The director received 146,617 restricted stock units (RSUs), each representing the right to receive one Class A share of Blue Owl Capital Inc. upon vesting.

What is the vesting schedule for the RSUs granted to the Blue Owl (OWL) director?

The 146,617 RSUs will vest in three equal annual installments on February 15, 2027, February 15, 2028, and February 15, 2029, subject to the award terms.

How are the Blue Owl Operating Group Units related to Class A shares of Blue Owl (OWL)?

After a lock-up and cancellation of an equal number of Class C shares, Blue Owl Operating Group Units may be exchanged from time to time for an equal number of newly issued Class A shares or, at the general partner’s election, a cash payment based on the five-day volume weighted average price.

Are the Blue Owl Operating Group Units reported in this Form 4 subject to expiration?

The filing states that Blue Owl Operating Group Units do not expire, meaning they remain outstanding unless exchanged or otherwise settled under the plan terms.