Brett McKeone
About Brett McKeone
Brett McKeone, 48, was elected Chief Operating Officer of Oaktree Specialty Lending Corporation (OCSL), effective December 31, 2025. He is a Managing Director within Oaktree’s Global Private Debt strategy and previously served as a senior consultant in Deloitte’s Strategy & Operations practice and as an analyst at Exxon Mobil. He holds B.S. and M.S. degrees in mechanical engineering from MIT, an MBA from UCLA Anderson, and is a CFA charterholder. The company disclosed no family relationships or related-party transactions for McKeone under Item 404(a).
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Oaktree Capital Management | Managing Director, Global Private Debt | 2007–2025 | Senior leadership within Oaktree’s private debt platform |
| Deloitte Consulting LLP | Senior Consultant, Strategy & Operations | Not disclosed | Strategy and operations advisory experience |
| Exxon Mobil Corporation | Analyst | Not disclosed | Early-career analytical experience |
External Roles
- None disclosed in OCSL filings reviewed for McKeone.
Fixed Compensation
OCSL is an externally managed BDC; executive officers are compensated by Oaktree or affiliates and not directly by OCSL. Equity incentive compensation to officers is prohibited under the Investment Company Act. The Compensation Committee oversees reimbursement of allocable compensation for the CFO/CCO and non-investment professionals via the Administration Agreement.
| Item | FY/Date | Disclosure |
|---|---|---|
| Executive compensation to OCSL officers is not paid directly by the Company | Policy | “None of the Company’s executive officers is directly compensated by the Company.” |
| Equity incentives for officers (options, RSUs, etc.) | Policy | Prohibited for BDC officers under the Investment Company Act; Company does not maintain stock/option plans for officers. |
| Compensation Committee scope | Policy | Reviews/approves reimbursement of CFO/CCO and non-investment professionals’ allocable compensation; committee independent directors only. |
| Administration Agreement reimbursements (CFO/CCO and support personnel) | FY 2024 | $1.5 million incurred; $1.1 million reimbursed to Oaktree Administrator. |
Performance Compensation
OCSL’s advisory fee structure pays Oaktree (the Adviser) based on portfolio performance; Company-level fees may indirectly influence Oaktree personnel incentives, but no executive-specific metrics or payouts for McKeone were disclosed.
| Metric | Weighting | Target | Actual | Payout Timing | Vesting |
|---|---|---|---|---|---|
| Pre-incentive fee Net Investment Income (NII) | 17.5% of pre-incentive fee NII | Subject to preferred return hurdle and catch-up (specific hurdle not disclosed) | Not applicable (company-level; not executive-specific) | Quarterly in arrears | N/A |
| Realized capital gains (net of realized losses and unrealized depreciation; cumulative from FY19 base) | 17.5% of realized capital gains (cumulative method) | N/A | Not applicable (company-level; not executive-specific) | Annually in arrears (or upon termination) | N/A |
Notes
- Pre-incentive fee NII definition includes accrued non-cash income and excludes certain merger-related accounting adjustments.
- Capital gains incentive fee calculation excludes/adjusts certain merger-related accounting effects per specified conditions.
Equity Ownership & Alignment
| Attribute | Disclosure |
|---|---|
| Beneficial ownership (McKeone) | Not disclosed; McKeone not listed among executive officers in Jan 17, 2025 proxy. |
| Ownership as % of shares outstanding | Not disclosed. |
| Pledged shares | Company policy permits pledging only with pre-approval by the Chief Compliance Officer. |
| Hedging/short positions policy | Prohibits short sales and transactions in puts, calls, or other derivatives that create short positions in OCSL securities. |
| Stock ownership guidelines | Directors must hold Company stock equal to prior fiscal year’s director compensation over time; no officer ownership guidelines disclosed. |
| Rule 10b5-1 plans | During FY 2024, none of the Company’s officers or directors adopted or terminated Rule 10b5-1 plans; Company adopted no Rule 10b5-1 trading arrangement. |
Employment Terms
| Term | Disclosure |
|---|---|
| Role | Chief Operating Officer (COO) of OCSL. |
| Election date | November 10, 2025. |
| Effective date | December 31, 2025. |
| Age | 48. |
| Employment agreement details (salary, bonus, severance) | Not disclosed in Item 5.02; no compensatory terms provided. |
| Change-of-control provisions | Not disclosed. |
| Clawback provisions | Company-level code and policy available; no executive-specific clawback terms disclosed. |
| Family relationships | None with current directors or executive officers. |
| Related party transactions (Item 404(a)) | None disclosed for McKeone. |
| Non-compete / non-solicit | Not disclosed. |
| Garden leave / post-termination consulting | Not disclosed. |
Investment Implications
- Alignment and disclosure: As a newly appointed COO in an externally managed BDC, McKeone’s compensation is paid by Oaktree and not directly by OCSL, and OCSL cannot grant officer equity awards—limiting pay-for-performance visibility at the Company level and reducing near-term insider selling pressure from Company-awarded equity.
- Trading/pledging risk: The securities trading policy prohibits short positions and only permits pledging with pre-approval—mitigating alignment risks from hedging or collateralization, though actual pledges (if any) are not disclosed.
- Governance and conflicts: Company-level advisory incentives (NII and capital gains fees) are performance-based and may indirectly shape executive focus on income generation and realized gains; Board committee structure is independent, with explicit oversight of reimbursed compensation and compliance.
- Monitoring priorities: Watch subsequent proxies and Form 8-K/5.02 updates for any compensatory arrangements, and Section 16 filings post-effective date for ownership changes or any 10b5-1 plan adoptions, given FY 2024 saw no 10b5-1 arrangements adopted or terminated.