4//SEC Filing
Laurino Andrew Charles 4
Accession 0000950170-24-055768
CIK 0001823945other
Filed
May 7, 8:00 PM ET
Accepted
May 8, 4:30 PM ET
Size
20.0 KB
Accession
0000950170-24-055768
Insider Transaction Report
Form 4
Laurino Andrew Charles
Senior Managing Director
Transactions
- Conversion
Blue Owl Operating Group Units
2024-05-06−19,600,000→ 0 total(indirect: See Footnote)→ Class A Shares (19,600,000 underlying) - Conversion
Class C Shares
2024-05-06−19,600,000→ 0 total(indirect: See Footnote) - Other
Class C Shares
2024-05-06+19,600,000→ 19,600,000 total(indirect: See Footnote) - Conversion
Class A Shares
2024-05-06+19,600,000→ 19,600,000 total(indirect: See Footnote) - Sale
Class A Shares
2024-05-06−19,600,000→ 0 total(indirect: See Footnote) - Other
Blue Owl Operating Group Units
2024-05-06+19,600,000→ 19,600,000 total(indirect: See Footnote)→ Class A Shares (19,600,000 underlying)
Holdings
- 1,350,419(indirect: See Footnote)
Class C Shares
- 272,972
Class A Shares
- 1,350,419(indirect: See Footnote)
Blue Owl Operating Group Units
→ Class A Shares
Footnotes (6)
- [F1]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.
- [F2]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.
- [F3]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.
- [F4]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,
- [F5](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.
- [F6]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.
Documents
Issuer
BLUE OWL CAPITAL INC.
CIK 0001823945
Entity typeother
Related Parties
1- filerCIK 0001861447
Filing Metadata
- Form type
- 4
- Filed
- May 7, 8:00 PM ET
- Accepted
- May 8, 4:30 PM ET
- Size
- 20.0 KB