BLUE OWL CAPITAL INC. (NYSE: OWL) awards 1007678 units and Class C Shares
Rhea-AI Filing Summary
Rees Michael Douglass reported acquisition or exercise transactions in this Form 4 filing.
BLUE OWL CAPITAL INC. reported that an affiliated entity, Blue Owl Management Vehicle LP, associated with Co-President Michael Douglass Rees, received an award of 1007678.0000 Blue Owl Operating Group Units and 1007678.0000 Class C Shares under the 2021 Omnibus Equity Incentive Plan. These Incentive Units are fully vested on grant but subject to a 1-year lock-up and ultimately may settle into Common Units and Class C Shares, then be exchanged for an equal number of Class A Shares or cash at the exchange committee’s election, with the operating units not expiring. Separately, an affiliated fund, Blue Owl GP Stakes II (A) LP, holds 100080.0000 Blue Owl Operating Group Units and related interests, for which Rees has a reportable interest but disclaims beneficial ownership except to the extent of his pecuniary interest.
Positive
- None.
Negative
- None.
Insider Trade Summary
Net Buyer: 1,007,678 shares
Net Buy
4 txns
Insider
Rees Michael Douglass
Role
Co-President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Blue Owl Operating Group Units F1, F2 | 1,007,678 | $0.00 | $0.00 |
| Grant/Award | Class C Shares F1, F2 | 1,007,678 | $0.00 | $0.00 |
| holding | Blue Owl Operating Group Units F3, F4 | -- | -- | -- |
| holding | Class C Shares F3 | -- | -- | -- |
Holdings After Transaction:
Blue Owl Operating Group Units — 7,673,906 shares (Indirect, See Footnotes);
Class C Shares — 7,673,906 shares (Indirect, See Footnotes);
Blue Owl Operating Group Units — 100,080 shares (Indirect, See Footnote);
Class C Shares — 100,080 shares (Indirect, See Footnote)
Footnotes (4)
- 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. The reported securities represent securities received by Blue Owl GP Stakes II (A) LP, a Cayman Islands exempted limited partnership ("GPSC II"), in a pro rata distribution for no consideration exempt under Rule 16a-9 under the Securities Exchange Act of 1934, as amended. As a member of the investment committee that controls GPSC II, which makes investment decisions by unanimous consent, the reporting person has a reportable interest in the securities held indirectly by GPSC II but expressly disclaims beneficial ownership except to the extent of his pecuniary interest therein.
- F4. Upon the 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 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
Grant of Operating Group Units: 1007678.0000 units
Grant of Class C Shares: 1007678.0000 shares
Indirect holdings after grant: 7673906.0000 shares
+3 more
6 metrics
Grant of Operating Group Units
1007678.0000 units
Blue Owl Operating Group Units indirectly issued to Blue Owl Management Vehicle LP on 2026-08-06
Grant of Class C Shares
1007678.0000 shares
Class C Shares indirectly issued to Blue Owl Management Vehicle LP on 2026-08-06
Indirect holdings after grant
7673906.0000 shares
Total indirect holdings of each of Class C Shares and corresponding Blue Owl Operating Group Units following the reported grant
GPSC II Operating Group Units
100080.0000 units
Blue Owl Operating Group Units held indirectly by Blue Owl GP Stakes II (A) LP with beneficial ownership disclaimed except for pecuniary interest
Lock-up period
1 year
Incentive Units fully vested on grant but subject to a lock-up period of one year from the grant date
Derivative underlying shares
100080.0000 shares
Underlying Class A Shares for reported Blue Owl Operating Group Units in the derivative holdings summary
Key Terms
Blue Owl Operating Group Units, Class C Shares, Incentive Units, pecuniary interest, +1 more
5 terms
Blue Owl Operating Group Units financial
"Blue Owl Operating Group Units may be exchanged from time to time at the request"
Incentive Units financial
"The reporting person holds Incentive Units of Blue Owl Management Vehicle"
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.
pecuniary interest financial
"expressly disclaims beneficial ownership except to the extent of his pecuniary interest"
Rule 16a-9 regulatory
"for no consideration exempt under Rule 16a-9 under the Securities Exchange Act"
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What equity award did BLUE OWL CAPITAL INC. (OWL) report for Michael Douglass Rees?
BLUE OWL CAPITAL INC. reported that an affiliate of Co-President Michael Douglass Rees received 1007678.0000 Blue Owl Operating Group Units and 1007678.0000 Class C Shares. The award was granted under the 2021 Omnibus Equity Incentive Plan through Blue Owl Management Vehicle LP, tied to Class P Units.
How are the new Incentive Units for OWL’s Co-President structured?
The reporting person holds Incentive Units in Blue Owl Management Vehicle that correspond 1-for-1 to Class P Units and resulting Common Units and Class C Shares. After required capital account thresholds, they settle into Common Units and Class C Shares, which can later be exchanged into Class A Shares or cash.
What lock-up and exchange terms apply to the Blue Owl Operating Group Units at OWL?
The reported Incentive Units are fully vested on grant but subject to a 1-year lock-up. After the lock-up and related Class C Share cancellation, Blue Owl Operating Group Units may be exchanged for an equal number of Class A Shares or a cash payment based on a five-day volume-weighted average price.
What indirect holdings in GPSC II involving OWL did Michael Douglass Rees report?
An affiliated fund, Blue Owl GP Stakes II (A) LP, holds 100080.0000 Blue Owl Operating Group Units and related securities received in a pro rata distribution for no consideration. As an investment committee member, Rees has a reportable interest but disclaims beneficial ownership except for his pecuniary interest.
Do the reported Blue Owl Operating Group Units for OWL expire or have a maturity date?
The disclosure states that Blue Owl Operating Group Units do not expire. After cancellation of an equal number of Class C Shares, these units can be exchanged from time to time into newly issued Class A Shares or, at an exchange committee’s election, a cash payment based on recent trading prices.