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Filing Details

Accession Number:: 0000950170-24-124168
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2024-11-08 16:37:08
Reporting Period:: 2024-11-06

Accepted Time:: 2024-11-08 16:37:08
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1823945	Blue Owl Capital Inc.	OWL	Investment Advice (6282)	863906032

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1861792	Douglass Michael Rees	399 Park Avenue 37Th Floor New York NY 10022	Co-President	No	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class C Shares	Acquisiton	2024-11-06	30,166,206	$0.00	30,166,206	No	4	J	Indirect	See Footnote
Class C Shares	Disposition	2024-11-06	30,166,206	$0.00	0	No	4	C	Indirect	See Footnote
Class A Shares	Acquisiton	2024-11-06	30,166,206	$0.00	30,166,206	No	4	C	Indirect	See Footnote
Class A Shares	Disposition	2024-11-06	30,166,206	$0.00	0	No	4	S	Indirect	See Footnote
Class C Shares	Acquisiton	2024-11-06	66,773,794	$0.00	66,773,794	No	4	J	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	C	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	J	Indirect	See Footnote

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Shares	Blue Owl Operating Group Units	Acquisiton	2024-11-06	30,166,206	$0.00	30,166,206	$0.00
Class A Shares	Blue Owl Operating Group Units	Disposition	2024-11-06	30,166,206	$0.00	30,166,206	$0.00
Class A Shares	Blue Owl Operating Group Units	Acquisiton	2024-11-06	66,773,794	$0.00	66,773,794	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
30,166,206	No	4	J	Indirect
0	No	4	C	Indirect
66,773,794	No	4	J	Indirect

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Class C Shares	3,402,850	Indirect	See Footnote
Class C Shares	100,080	Indirect	See Footnote

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Class A Shares	Blue Owl Operating Group Units	$0.00			3,402,850	3,402,850	Indirect
Class A Shares	Blue Owl Operating Group Units	$0.00			100,080	100,080	Indirect

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
	3,402,850	3,402,850	Indirect
	100,080	100,080	Indirect

Footnotes

On November 6, 2024, 30,166,206 shares of Class C Common Stock of the Issuer ("Class C Shares") and an equal number of Blue Owl Operating Group Units (as defined below) were distributed by Owl Rock Capital Feeder LLC, a Delaware limited liability company ("Owl Rock Feeder"), to Dyal Capital Partners IV Holdings (A) LP, a Delaware limited partnership ("Dyal IV"), for no consideration. The reporting person has an indirect economic interest in Dyal IV and may be deemed to beneficially own the reported securities. The reporting person expressly disclaims beneficial ownership of the securities held by Dyal IV except to the extent of his indirect pecuniary interest therein.
On November 6, 2024, Dyal IV exchanged (the "Exchange") 30,166,206 Blue Owl Operating Group Units for 30,166,206 shares of Class A Common Stock of the Issuer ("Class A Shares") pursuant to the terms of the Second Amended & Restated Exchange Agreement, dated as of February 21, 2024 (the "Exchange Agreement"). Upon the Exchange, 30,166,206 Class C Shares were surrendered and automatically cancelled.
The reported securities were sold by Dyal IV to a registered broker in an unregistered block trade at a per share price of $22.70.
On November 6, 2024, Blue Owl Capital GP LLC, as general partner of the Blue Owl Operating Partnerships (defined below), acknowledged and agreed that Dyal IV has the right to request and receive future distributions of Class C Shares and Blue Owl Operating Group Units held by Owl Rock Feeder, on its behalf. As such, investment discretion with respect to the securities held by Owl Rock Feeder on behalf of Dyal IV can be exercised by the investment committee that controls Dyal IV. As a member of such investment committee, which makes investment decisions by unanimous consent, the Reporting Person has a reportable interest in the securities held indirectly by Dyal IV but expressly disclaims beneficial ownership except to the extent of his indirect pecuniary interest therein.
Each Blue Owl Operating Group Unit (each of which consists of one common unit of Blue Owl Capital Carry LP ("Blue Owl Carry"), and one common unit of Blue Owl Capital Holdings LP ("Blue Owl Holdings," and together with Blue Owl Carry, the "Blue Owl Operating Partnerships")), upon the cancellation of an equal number of shares of Class D Common Stock of the Issuer or Class C Shares of the Issuer, as applicable, may be exchanged from time to time for an equal number of newly issued shares of Class B Common Stock of the Issuer or Class A Shares, as applicable, subject to any applicable transfer restrictions and the terms of the Exchange Agreement, or (at the election of an exchange committee of the general partner of the Blue Owl Operating Partnerships) a cash payment equal to the five-day volume weighted average price of the Class A Shares immediately prior to the applicable exchange date. Blue Owl Operating Group Units do not expire.
Represents Class C Shares and Blue Owl Group Operating Units 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 (each of which consists of one Class P Unit of Blue Owl Holdings and one Class P Unit of Blue Owl Carry) issued to Blue Owl Management Vehicle on behalf of the reporting person pursuant to the Blue Owl Capital Inc. 2021 Amended and Restated 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 securities represent securities received by Blue Owl GP Stakes II (A) LP, a Cayman Islands exempted limited partnership ("GPSC II"), in a pro rata distribution for no consideration exempt under Rule 16a-9 under the Securities Exchange Act of 1934, as amended. As a member of the investment committee that controls GPSC II, which makes investment decisions by unanimous consent, the Reporting Person has a reportable interest in the securities held indirectly by GPSC II but expressly disclaims beneficial ownership except to the extent of his pecuniary interest therein.