Brad Marshall
About Brad Marshall
Brad Marshall (birth year 1972) serves as Trustee, Chairperson of the Board, and Co‑Chief Executive Officer of BXSL; he is a Senior Managing Director at Blackstone and Global Head of Private Credit Strategies, a Senior Portfolio Manager within Blackstone Credit & Insurance’s Private Credit Group, and a member of the Private Credit Investment Committee . He previously worked at RBC (fixed income research and business development within private equity funds), developed a private equity funds business at TAL Global (CIBC), and co‑founded a microchip verification software company where he served as CFO; he holds an MBA from McGill University and a BA (Honors) in Economics from Queen’s University . As a performance backdrop under his tenure, BXSL delivered 13.7% total return based on NAV and 29.8% on market value in FY2024; net investment income per share was $3.51, total investment income was $1.327B, and the portfolio’s weighted average yield at fair value was 10.3% with non‑accruals at 0.2% of fair value .
Past Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| RBC | Fixed income research; business development within RBC’s private equity funds effort | Not disclosed | Built research and PE fund BD capabilities relevant to private credit origination |
| TAL Global (CIBC) | Helped develop private equity funds business | Not disclosed | Expanded institutional PE platform development experience |
| Microchip verification software company | Co‑founder and CFO | Not disclosed | Early-stage operating and finance leadership; technology diligence experience |
External Roles
| Organization | Role | Years | Strategic impact |
|---|---|---|---|
| Blackstone Credit & Insurance | Senior Managing Director; Global Head of Private Credit Strategies; Senior Portfolio Manager | Not disclosed | Oversees Blackstone’s direct lending effort and sits on Private Credit Investment Committee, aligning BXSL strategy with Blackstone’s private credit platform |
| Blackstone Private Credit Fund (BCRED) | Co‑CEO; Trustee | Not disclosed | Cross‑platform leadership and board service supporting scale and underwriting consistency across BDCs |
Fixed Compensation
- BXSL pays no direct compensation to executive officers; interested Trustees employed by Blackstone (including Brad Marshall) receive no compensation or expense reimbursement from the Company .
- Independent Trustee compensation (for governance context) was updated effective April 1, 2024 to $200,000 annual retainer, $2,500 per regular Board meeting, $1,000 per committee meeting, and $15,000 for the Audit Chair; each Trustee attended at least 75% of meetings in 2024 .
Performance Compensation
BXSL is prohibited under the 1940 Act from issuing equity incentive compensation (options, SARs, restricted stock, stock) to Officers and Trustees; the Company currently neither pays nor plans to pay incentive compensation to Covered Executives under its NYSE‑compliant clawback policy .
Because executives are compensated by Blackstone (the external Adviser), alignment occurs via Adviser fee economics rather than BXSL equity awards. Key Company‑to‑Adviser fee metrics:
| Metric ($USD Millions) | 2023 | 2024 |
|---|---|---|
| Management fees | $98.1 | $116.6 |
| Income‑based incentive fees | $134.2 | $150.1 |
| Capital gains‑based incentive fees | $(5.5) (reversal) | $0.0 |
| Payables to Adviser at year‑end (mgmt + income incentive) | Not disclosed | $32.3 (mgmt) + $38.7 (income incentive) |
Implications: Members of the Advisers’ investment committee (which Brad Marshall sits within) are entitled, through their financial interests in the Advisers, to a portion of profits earned by the Adviser/Sub‑Adviser, which includes BXSL’s advisory and sub‑advisory fees (net of expenses) . No vesting schedules, PSU/RSU metrics, or payout tables exist at the Company level for executives due to the prohibition on equity incentive compensation .
Equity Ownership & Alignment
| Holder | Shares owned | % of outstanding | Dollar range | Notes |
|---|---|---|---|---|
| Brad Marshall | 203,284 | <1% (amount rounds to <1%) | Over $100,000 | Shares outstanding 229,680,609 as of June 27, 2025 |
| Hedging policy | — | — | — | The Company does not have a hedging policy for executive officers and Trustees at this time |
| Pledging | Not disclosed | — | — | No pledging disclosures identified in proxy |
| Ownership guidelines | Not disclosed | — | — | No executive/Trustee stock ownership multiple guidelines disclosed |
5%+ holders (context): Greenwich Venture Capital LLC 5.5%; QIA FIG Glass Holding Limited 6.0% .
Employment Terms
- Brad Marshall’s roles: Trustee since 2018; current term expires 2027; Chairperson and Co‑CEO (dual role) .
- Executives are employed by Blackstone entities (Adviser/Administrator), not by BXSL; no Company employment contracts, severance, change‑of‑control, non‑compete, or deferred compensation arrangements are disclosed for BXSL executives .
- Advisory/Administration agreements: effective Jan 1, 2025, investment advisory assigned to Blackstone Private Credit Strategies LLC and sub‑advisory to Blackstone Credit BDC Advisors LLC; no change to aggregate fees, services, or personnel; annual approvals required by Board/Independent Trustees or majority of outstanding voting securities .
Board Governance
- Structure: 7 Trustees (5 Independent, 2 Interested); Brad Marshall is Chairperson and deemed an “interested person” due to employment with the Advisers .
- Committees and independence: All committees are chaired by Independent Trustees; executive sessions of Independent Trustees are held regularly without Interested Trustees/management .
- Committee memberships and cadence:
- Audit Committee: Robert Bass (Chair); met 8 times in 2024; all members independent and financially literate; Bass designated audit committee financial expert .
- Compensation Committee: Vicki L. Fuller (Chair); met 3 times in 2024; reviews Independent Trustee compensation; would evaluate exec comp if ever paid by Company .
- Nominating & Governance Committee: Tracy Collins (Chair); met 4 times in 2024; selects Independent Trustee nominees, evaluates independence and potential conflicts .
- Attendance: Board met eight times in 2024; each Trustee attended at least 75% of Board/committee meetings .
Dual‑role implications: Having an interested Chairperson who is also Co‑CEO concentrates leadership influence, mitigated by independent committee chairs and regular executive sessions intended to preserve independent oversight .
Performance & Track Record
| Metric | FY 2022 | FY 2023 | FY 2024 |
|---|---|---|---|
| Net investment income per share ($) | 2.91 | 3.90 | 3.51 |
| Total investment income ($USD Millions) | 850.3 | 1,143.5 | 1,326.9 |
| Total return based on NAV (%) | 10.3 | 14.7 | 13.7 |
| Total return based on market value (%) | (26.1) | 37.4 | 29.8 |
| Weighted avg portfolio yield at fair value (%) | 10.6 | 11.8 | 10.3 |
| Assets on non‑accrual (% of FV) | 0.0 | <0.1 | 0.2 |
| Quarterly cash dividend per share ($) | 0.60–0.80 depending on quarter | 0.70–0.77 depending on quarter | 0.77 each quarter (total $3.08) |
| NAV per share, end of period ($) | 25.93 | 26.66 | 27.39 |
Compensation Structure Analysis
- No Company‑paid executive cash or equity compensation; pay‑for‑performance at BXSL executive level is structurally absent due to BDC equity incentive prohibitions, shifting alignment toward Adviser economics tied to NII/incentive fees .
- Clawback policy is implemented to comply with NYSE Section 303A.14, but presently not operative for executives given no incentive compensation paid by the Company .
- Independent Trustee comp increased effective April 1, 2024, signaling competitive board compensation while keeping executive comp externally managed .
Related Party Transactions
- Adviser/Sub‑Adviser fee streams (management and income‑based incentive fees) and payables detailed above; administrative service expenses of $2.6M in 2024 under the prior administration agreement, with $1.5M unpaid at year‑end before transition to new Administrator .
- Independence attestations: Independent Trustees and immediate families had no disclosable interests/transactions with the Advisers or affiliates in excess of $120,000 over the last two fiscal years; Board has adopted codes of ethics and corporate governance guidelines .
Investment Implications
- Alignment: Absence of Company equity awards and prohibition on executive equity incentives reduce insider selling pressure from vesting events; Brad Marshall’s beneficial ownership is 203,284 shares (<1%), with no hedging policy and no pledging disclosure—ownership signal exists but is modest in percentage terms .
- Governance: Interested Chair/Co‑CEO structure raises independence considerations but is offset by independent committee leadership and regular executive sessions; continued monitoring of committee cadence and attendance is warranted .
- Fee sensitivity: Adviser incentive fees track NII performance; rising income‑based incentives in 2024 alongside strong NII and double‑digit NAV returns suggest economics aligned with credit performance, making NII trajectory and credit quality (non‑accruals 0.2% of FV) critical for valuation and distribution durability .
- Retention risk: Executive retention is primarily a Blackstone matter; cross‑platform roles (BXSL and BCRED) suggest institutional career anchoring, but external management means changes at Adviser level could have outsized impact on BXSL strategy execution; monitor Advisory Agreement renewals and any leadership changes (Item 5.02 8‑Ks) .