Melissa Weiler
About Melissa Weiler
Independent director of Blue Owl Capital Corporation (OBDC) since 2021; age 60. Former Managing Director and Management Committee member at Crescent Capital Group (2011–2020) and Managing Director at TCW (1995–2010). Serves on all four OBDC board committees (Audit, Compensation, Nominating & Corporate Governance, and Co‑Investment). Education: B.S. in Economics, The Wharton School, University of Pennsylvania. The board has determined she is an Independent Director under NYSE and 1940 Act standards.
Past Roles
| Organization | Role | Tenure | Committees/Impact |
|---|---|---|---|
| Crescent Capital Group | Managing Director; member, Management Committee | Jan 2011 – Dec 2020 | Oversaw CLO management business (Jul 2017–Dec 2020); managed multi‑strategy credit funds (Jan 2011–Jun 2017); served on Risk Management and Diversity & Inclusion committees |
| TCW (Trust Company of the West) | Managing Director | Oct 1995 – Dec 2010 | Lead PM, high‑yield bond strategy (Oct 1995–Jun 2006); managed multi‑strategy credit funds (Jul 2006–Dec 2010) |
External Roles
| Organization | Role | Tenure | Notes |
|---|---|---|---|
| Jefferies Financial Group Inc. | Director | Since Jul 2021 | Current public company directorship |
| Blue Owl Capital Corporation II (OBDC II) | Director | Since Feb 2021 | Blue Owl BDC “Fund Complex” role |
| Blue Owl Technology Finance Corp. (OTF) | Director | Since Feb 2021 | Blue Owl BDC “Fund Complex” role |
| Blue Owl Credit Income Corp. (OCIC) | Director | Since Feb 2021 | Blue Owl BDC “Fund Complex” role |
| Blue Owl Technology Income Corp. (OTIC) | Director | Since Aug 2021 | Blue Owl BDC “Fund Complex” role |
| Cedars‑Sinai | Board of Governors member | Not disclosed | Civic/charitable role |
| 100 Women in Finance | Member/participant | Not disclosed | Industry involvement |
Board Governance
- Committee assignments: Audit; Compensation; Nominating & Corporate Governance (NCG); Co‑Investment (member of all; no chair roles). Audit Committee chaired by Christopher M. Temple; Compensation and NCG chaired by Eric Kaye.
- Independence: Board determined Ms. Weiler is independent under NYSE/1940 Act; all members of Audit, Compensation, NCG, and Co‑Investment Committees are independent.
- Attendance: Board met 13 times in 2024; each incumbent director attended ≥75% of Board and relevant committee meetings. Committee meetings held in 2024: Audit (9), Nominating (4), Compensation (3).
- Board leadership: Independent non‑executive Chairman (Edward D’Alelio).
Fixed Compensation
| Component | Amount/Structure | Period | Notes |
|---|---|---|---|
| Fees earned and paid in cash by OBDC | $250,000 | FY2024 | Independent Director compensation is cash‑based (retainer/committee structure); no equity disclosed for directors |
| Total compensation from Blue Owl BDC Fund Complex | $1,387,500 | FY2024 | Aggregates OBDC, OBDC II, OBDE, OCIC, OTF, OTF II, OTIC |
| Fund‑level breakdown (FY2024) | OBDC $250,000; OBDC II $150,000; OBDE $181,250; OCIC $250,000; OTF $200,000; OTF II $175,000; OTIC $181,250 | FY2024 | Shows cross‑platform cash fees |
| OBDC Independent Director cash retainer schedule (through Dec 31, 2024) | ≥$10B AUM: $250,000 annual cash retainer; Chair of Board $15,000; Audit Chair $10,000; other Committee Chairs $5,000 | Policy | Meeting expenses reimbursed |
| OBDC Independent Director cash retainer schedule (effective Apr 1, 2025) | ≥$15B AUM: $350,000 annual cash retainer; Chair adders unchanged; stepped tiers at lower AUM | Policy | Indicates upward retainer potential with scale |
Performance Compensation
- No equity awards (RSUs/PSUs), option grants, or performance‑based director compensation disclosed; OBDC director pay is cash‑based (retainers, chair fees, and participation fees) with expense reimbursement.
- Director incentive metrics (TSR, EBITDA, ESG, etc.), vesting schedules, severance/COC terms, clawbacks, and tax gross‑ups are not disclosed for directors.
Other Directorships & Interlocks
| Company/Entity | Nature | Interlock/Conflict Considerations |
|---|---|---|
| Jefferies Financial Group Inc. | Outside public company board | No related‑party transactions disclosed with OBDC; general independence maintained; standard related‑party review by Audit Committee for Item 404 transactions. |
| Blue Owl BDC “Fund Complex” boards (OBDC II, OTF, OCIC, OTIC) | Affiliate BDC boards | Receives cash fees across the platform (total $1.3875M FY2024), which may create perceived economic dependence; mitigants include independent director status, committee independence, and policies governing related‑party/co‑investment allocations. |
Expertise & Qualifications
- 25+ years in credit investing across high‑yield, multi‑strategy credit, and CLO management; financial and accounting knowledge cited by the company as valuable to the Board.
- Education: B.S. in Economics (Wharton).
- Brings portfolio management, risk oversight, and structured credit experience relevant to a BDC’s underwriting and co‑investment oversight.
Equity Ownership
| Item | Detail |
|---|---|
| Total beneficial ownership (OBDC) | 39,734 shares; held by The Weiler Family Living Trust |
| Shares outstanding (Record Date) | 511,046,234 shares as of Mar 28, 2025 |
| Ownership as % of shares outstanding | ~0.0078% (39,734 / 511,046,234) |
| Dollar range of OBDC equity owned | Over $100,000 |
| Vested/unvested; options | Not disclosed for directors; no option/equity grants reported for directors |
| Hedging/pledging | Company policy prohibits hedging and pledging by directors/officers and adviser personnel |
| Section 16 compliance | All required Forms 3/4/5 were timely filed for FY2024 (company belief) |
Governance Assessment
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Strengths
- Independent, seasoned credit investor; serves on all key committees, including Co‑Investment, which oversees affiliated co‑investments under SEC exemptive relief.
- Board/committee independence and solid attendance culture (≥75% for incumbents in 2024); independent Chairman provides strong oversight framework.
- Hedging/pledging prohibitions and related‑party review processes reduce alignment risks and undisclosed conflicts.
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Watch items
- Cross‑platform compensation reliance: significant cash fees from multiple Blue Owl BDCs ($1.3875M FY2024), which may create perceived economic dependence on the sponsor platform; mitigated by independence, committee structures, and co‑investment/allocations policies.
- No director equity program disclosed at OBDC; ownership alignment is via open‑market holdings (over $100,000 dollar range; ~0.008% ownership).
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Conflicts & controls
- Affiliated Adviser and multiple Blue Owl vehicles generate inherent allocation/co‑investment conflicts; addressed through an SEC exemptive order, required‑majority independent director findings, and a formal allocation policy; Ms. Weiler’s participation on the Co‑Investment Committee is central to these safeguards.
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RED FLAGS
- None disclosed regarding low attendance, related‑party transactions under Item 404 involving Ms. Weiler, legal proceedings, hedging/pledging, or option repricing.