Form 4: Zahr Marc reports acquisition/exercise transactions in OWL
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Zahr Marc reported acquisition or exercise transactions in a Form 4 filing for OWL. The filing lists transactions totaling 1,757,418 shares. Following the reported transactions, holdings were 9,568,576 shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Zahr Marc
Role
Co-President
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Grant/Award | Blue Owl Operating Group Units | 878,709 | $0.00 | -- |
| Grant/Award | Class C Shares | 878,709 | $0.00 | -- |
| holding | Blue Owl Operating Group Units | -- | -- | -- |
| holding | Class C Shares | -- | -- | -- |
Holdings After Transaction:
Blue Owl Operating Group Units — 9,568,576 shares (Indirect, See Footnotes);
Class C Shares — 9,568,576 shares (Indirect, See Footnotes)
Footnotes (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. 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. Consists of (i) 4,550,777 Blue Owl Operating Group Units and an equal number of Class C Shares held directly by OSREC Feeder, LP ("OSREC") on behalf of Augustus, LLC, an investment vehicle controlled by the reporting person ("Augustus"), corresponding to the reporting person's holdings of 10% of the units of Augustus and (ii) 5,017,799 Blue Owl Operating Group Units and an equal number of Class C Shares issued or to be issued in respect of Incentive Units held by Blue Owl Management Vehicle on behalf of the reporting person. Consists of Blue Owl Operating Group Units and an equal number of Class C Shares held directly by OSREC on behalf of Augustus, corresponding to the Zahr Family Gift Trust's (the "Trust") holdings of 90% of the units in Augustus. James J. Hennessey is the 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. 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.
FAQ
What did Marc Zahr report in his latest Form 4 for BLUE OWL CAPITAL INC. (OWL)?
Marc Zahr reported an equity award in Blue Owl Capital on 02/12/2026. He was granted 878,709 Class C Shares and an equal number of Blue Owl Operating Group Units, all at a price of $0, increasing his indirect beneficial ownership stake through affiliated entities.
What are the vesting and lock-up terms of Marc Zahr’s Incentive Units in OWL?
The Incentive Units are fully vested on the grant date but carry a one-year lock-up. After required capital account thresholds are met, they settle into Blue Owl Operating Group Units and Class C Shares, with exchanges into Class A Shares possible only after the lock-up expires and matching Class C Shares are cancelled.
What indirect ownership structures are disclosed for Marc Zahr’s OWL holdings?
The filing describes holdings through OSREC Feeder, LP on behalf of Augustus, LLC, which Zahr controls, and additional securities held for the Zahr Family Gift Trust. He disclaims beneficial ownership of Trust-held securities except for his pecuniary interest, which benefits immediate family members sharing his household.
How many Blue Owl securities does Marc Zahr beneficially own after the reported transactions?
After the reported acquisition, Zahr has indirect beneficial ownership of 9,568,576 Blue Owl Operating Group Units and an equal number of Class C Shares. Separately, 40,956,995 units and corresponding Class C Shares are held via a family gift trust structure, where he only has a pecuniary interest.