0000950170-24-055771.txt : 20240508 0000950170-24-055771.hdr.sgml : 20240508 20240508163015 ACCESSION NUMBER: 0000950170-24-055771 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240506 FILED AS OF DATE: 20240508 DATE AS OF CHANGE: 20240508 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Rees Michael Douglass CENTRAL INDEX KEY: 0001861792 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39653 FILM NUMBER: 24926664 MAIL ADDRESS: STREET 1: C/O BLUE OWL CAPITAL INC. STREET 2: 399 PARK AVENUE, 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER NAME: FORMER CONFORMED NAME: Rees Michael Douglas DATE OF NAME CHANGE: 20210512 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BLUE OWL CAPITAL INC. CENTRAL INDEX KEY: 0001823945 STANDARD INDUSTRIAL CLASSIFICATION: INVESTMENT ADVICE [6282] ORGANIZATION NAME: 02 Finance IRS NUMBER: 863906032 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 399 PARK AVENUE, 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 419-3000 MAIL ADDRESS: STREET 1: 399 PARK AVENUE, 37TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 FORMER COMPANY: FORMER CONFORMED NAME: ALTIMAR ACQUISITION CORP. DATE OF NAME CHANGE: 20200909 4 1 ownership.xml 4 X0508 4 2024-05-06 0001823945 BLUE OWL CAPITAL INC. OWL 0001861792 Rees Michael Douglass 399 PARK AVENUE 37TH FLOOR NEW YORK NY 10022 false true false false Co-President false Class C Shares 2024-05-06 4 J false 19600000 A 19600000 I See Footnote Class C Shares 2024-05-06 4 C false 19600000 D 0 I See Footnote Class A Shares 2024-05-06 4 C false 19600000 A 19600000 I See Footnote Class A Shares 2024-05-06 4 S false 19600000 D 0 I See Footnote Class C Shares 2619032 I See Footnote Blue Owl Operating Group Units 2024-05-06 4 J false 19600000 A Class A Shares 19600000 19600000 I See Footnote Blue Owl Operating Group Units 2024-05-06 4 C false 19600000 D Class A Shares 19600000 0 I See Footnote Blue Owl Operating Group Units Class A Shares 2619032 I See Footnote On May 6, 2024, 19,600,000 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 May 6, 2024, Dyal IV exchanged (the "Exchange") 19,600,000 Blue Owl Operating Group Units for 19,600,000 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 Exchange, 19,600,000 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 $17.97. Each Blue Owl Operating Group Unit (each of which consists of one common unit of Blue Owl Capital Carry LP, a Delaware limited partnership ("Blue Owl Carry"), and one common unit of Blue Owl Capital Holdings LP, a Delaware limited partnership ("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 (the "Class D Shares") 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 (the "Class B Shares") or Class A Shares, as applicable, subject to any applicable transfer restrictions and the terms of the Exchange Agreement, (Continued from footnote 4) 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 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. /s/ Alan Kirshenbaum, as Attorney-in-Fact 2024-05-08