Blue Owl Capital awards 790K units for Marc Zahr
The award is fully vested at grant, but settlement and later exchange remain subject to capital thresholds, a one-year lock-up and Class C share cancellation.
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Form Type
4
Rhea-AI Filing Summary
Blue Owl Capital Inc. (OWL) reported an award to Blue Owl Management Vehicle LP on November 5, 2026, comprising 789,775 Blue Owl Operating Group Units and an equal number of Class C Shares in respect of Incentive Units issued on behalf of Co-President and director Marc Zahr under the 2021 Omnibus Equity Incentive Plan. The Incentive Units were fully vested at grant but are subject to a one-year lock-up. They settle after required capital account thresholds are attained; after the lock-up expires and an equal number of Class C Shares are canceled, the Operating Group Units may be exchanged at Zahr’s request for equal newly issued Class A Shares or, at the exchange committee’s election, for a cash payment equal to the five-day volume weighted average price.
Insider Trade Summary
Grant/Award: 1,579,550 shares
Grant/Award
2 txns
Insider
Zahr Marc
Role
Co-President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Blue Owl Operating Group Units F1, F2, F3 | 789,775 | $0.00 | $0.00 |
| Grant/Award | Class C Shares F1, F2, F3 | 789,775 | $0.00 | $0.00 |
| Holding | Blue Owl Operating Group Units F5, F4 | -- | -- | -- |
| Holding | Class C Shares F4 | -- | -- | -- |
Holdings After Transaction:
Blue Owl Operating Group Units — 7,332,920 contracts (Indirect, See Footnotes);
Class C Shares — 7,332,920 shares (Indirect, See Footnotes);
Blue Owl Operating Group Units — 45,507,772 contracts (Indirect, By Trust);
Class C Shares — 45,507,772 shares (Indirect, By Trust)
Holdings Before and After:
Blue Owl Operating Group Units, 6,543,145 to 7,332,920 contracts (Indirect, See Footnotes);
Class C Shares, 6,543,145 to 7,332,920 shares (Indirect, See Footnotes)
Footnotes (5)
- F1. 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.
- F2. 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.
- F3. Consists of Blue Owl Operating Group Units and an equal number of Class C Shares issued or to be issued in respect of Incentive Units of Blue Owl Management Vehicle held by the reporting person.
- F4. Consists of Blue Owl Operating Group Units and an equal number of Class C Shares held directly by OSREC Feeder, LP on behalf of Augustus, LLC, an investment vehicle controlled by the reporting person which is wholly owned by the Zahr Family Gift Trust (the "Trust"). James J. Hennessey is the trustee of the Trust and the reporting person is the investment trustee of the Trust. The reporting person disclaims beneficial ownership of the securities held by the Trust, except to the extent of his pecuniary interest therein. The Trust is maintained for the benefit of immediate family members sharing the same household of the reporting person.
- F5. After the cancellation of an equal number of Class C Shares (and, in the case of the Incentive Units, the expiration of a one-year lock up from the grant date), 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 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.
Key Figures
Awarded Blue Owl Operating Group Units: 789,775 units
Awarded Class C Shares: 789,775 shares
Blue Owl Operating Group Units following transaction: 7,332,920 units
+4 more
7 metrics
Awarded Blue Owl Operating Group Units
789,775 units
Award to Blue Owl Management Vehicle LP on November 5, 2026
Awarded Class C Shares
789,775 shares
An equal number was reported in the award to Blue Owl Management Vehicle LP on November 5, 2026
Blue Owl Operating Group Units following transaction
7,332,920 units
Reported position following the November 5, 2026 transaction
Class C Shares following transaction
7,332,920 shares
Reported position following the November 5, 2026 transaction
Lock-up period
1 year
From the grant date
Trust-held Blue Owl Operating Group Units
45,507,772 units
Held by OSREC Feeder, LP on behalf of Augustus, LLC
Trust-held Class C Shares
45,507,772 shares
Held by OSREC Feeder, LP on behalf of Augustus, LLC
Key Terms
Incentive Units, capital account thresholds, lock-up period, five-day volume weighted average price
4 terms
Incentive Units financial
"The reported Incentive Units are fully vested upon the grant date"
Incentive units are ownership stakes a company grants to employees, contractors or advisors as part of pay, which become valuable only after certain conditions are met (for example, after a period of time or when performance targets are hit). They matter to investors because they create potential future claims on profits or ownership—similar to performance-based coupons that convert into a slice of the business—and can dilute existing holders or change incentives for management.
capital account thresholds financial
"After attainment of required capital account thresholds"
lock-up period financial
"subject to a lock-up period of one year from the grant date"
A lock-up period is a fixed time after a stock offering during which company insiders and early investors are legally barred from selling their shares. It matters because when that restriction expires a large block of previously locked-up shares can enter the market at once, potentially lowering the stock price or spiking trading volume—like opening a floodgate—so investors monitor these dates to anticipate price moves and manage risk.
five-day volume weighted average price financial
"cash payment equal to the five-day volume weighted average price"
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What did Marc Zahr receive in OWL's November 2026 Form 4?
Blue Owl Management Vehicle LP received an award comprising 789,775 Blue Owl Operating Group Units and an equal number of Class C Shares in respect of Incentive Units held by Marc Zahr. The award was reported on November 5, 2026.
What OWL holdings are reported through the Zahr Family Gift Trust?
OSREC Feeder, LP held 45,507,772 Blue Owl Operating Group Units and an equal number of Class C Shares on behalf of Augustus, LLC, which is wholly owned by the Zahr Family Gift Trust. Marc Zahr is the Trust’s investment trustee and disclaims beneficial ownership except to the extent of his pecuniary interest.
AI-generated analysis. How Rhea-AI works. Not financial advice.
