Blackstone Inc. — Director's Dealing 2015

Jul 6, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Blackstone Group L.P. (BX)
CIK: 0001393818
Period of Report: 2015-07-01

Reporting Person: HILL J TOMILSON (Director, Vice Chairman)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-07-01	Blackstone Holdings partnership units	$	A	23558	Acquired		Common units representing limited partner interests (23558)	Direct

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Blackstone Holdings partnership units	$		Common units representing limited partnership units (2683308)	2683308	Indirect
Blackstone Holdings partnership units	$		Common units representing limited partnership units (5636348)	5636348	Indirect

Footnotes

F1: A "Blackstone Holdings partnership" unit collectively refers to one limited partner interest in each of Blackstone Holdings I L.P., Blackstone Holdings II L.P., Blackstone Holdings III L.P., and Blackstone Holdings IV L.P. Subject to the minimum retained ownership requirements and transfer restrictions set forth in the partnership agreements of the Blackstone partnerships, the Reporting Person has the rights, exercisable from time to time, to exchange each Blackstone Holdings partnership unit for one common unit of The Blackstone Group L.P. The Blackstone Holdings partnership units have no expiration date and may not be exchanged at any time prior to December 31, 2015 other than pursuant to transactions or programs approved by Blackstone.

F2: Granted under the 2007 Equity Incentive Plan, 20% of these deferred restricted Blackstone Holdings partnership units, or 4,712 units, will vest on July 1, 2018; an additional 30%, or 7,067 units, will vest on July 1, 2019; and the remaining 50%, or 11,779 units, will vest on July 1, 2020. As these deferred restricted Blackstone Holdings partnership units vest, the underlying Blackstone Holdings partnership units will be delivered to the Reporting Person, except that no more than 3/4 of the vested units will be delivered during the Reporting Person's service with Blackstone (with the remaining units to be delivered after the expiration of the Reporting Person's restrictive covenant period). Notwithstanding the foregoing, the units may be delivered earlier upon a change in control of Blackstone.

F3: Reflects previous transfers by the Reporting Person, his spouse, a Grantor Retained Annuity Trust for which the spouse of the Reporting Person is the trustee, and trusts for the benefit of the Reporting Persons' children to a limited liability company controlled by the Reporting Person, in each case in respect of pro rata membership interests in such limited liability company.

F4: Such Blackstone Holdings partnership units are held by a limited liability company controlled by the Reporting Person.

F5: Such Blackstone Holdings partnership units are held in a trust, for the benefit of the Reporting Person's children, of which the spouse of the Reporting Person is the investment trustee.