4//SEC Filing
Polland Andrew Robert 4
Accession 0000950170-24-103646
CIK 0001823945other
Filed
Sep 3, 8:00 PM ET
Accepted
Sep 4, 8:28 PM ET
Size
12.0 KB
Accession
0000950170-24-103646
Insider Transaction Report
Form 4
Polland Andrew Robert
Chief Operating Officer
Transactions
- Conversion
Class D Shares
2024-09-03−49,647→ 74,687 total(indirect: See Footnotes) - Conversion
Class A Shares
2024-09-03+49,647→ 49,647 total(indirect: See Footnotes) - Conversion
Blue Owl Operating Group Units
2024-09-03−49,647→ 74,687 total(indirect: See Footnotes)→ Class B Shares (49,647 underlying)
Holdings
- 289,433
Class A Shares
Footnotes (4)
- [F1]On September 3, 2024, the Reporting Person received a distribution of 49,647 Blue Owl Operating Group Units and an equal number of Class D Shares that were previously held by Dyal Capital SLP LP on behalf of Mr. Polland, his spouse or one or more entities controlled by him and immediately contributed such interests to a vehicle controlled by the Issuer ("Exchange Vehicle"). Such contribution and distribution are each exempt from Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), pursuant to Rule 16a-13 thereunder. In connection with such contribution, the Class D Shares were converted into Class C Shares.
- [F2]On September 3, 2024, on behalf of the Reporting Person, the Exchange Vehicle exchanged 49,647 Blue Owl Operating Group Units for 49,647 Class A Shares pursuant to the terms of the Exchange Agreement (the "Exchange"). Upon Exchange, 49,647 Class C Shares were surrendered to the Issuer and automatically cancelled.
- [F3]Each Blue Owl Operating Group Unit (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" and such common units, the "Blue Owl Operating Group Units")), upon the cancellation of an equal number of shares of Class D Common Stock (the "Class D Shares") or Class C Common Stock (the "Class C Shares") of Blue Owl Capital Inc. (the "Issuer"), as applicable, may be exchanged from time to time for an equal number of newly issued shares of Class B Common Stock (the "Class B Shares") or Class A Common Stock (the "Class A Shares"),
- [F4](Continued from footnote 3) as applicable, subject to any applicable transfer restrictions and the terms of the Second Amended & Restated Exchange Agreement, dated as of February 21, 2024 (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.
Documents
Issuer
BLUE OWL CAPITAL INC.
CIK 0001823945
Entity typeother
Related Parties
1- filerCIK 0001861416
Filing Metadata
- Form type
- 4
- Filed
- Sep 3, 8:00 PM ET
- Accepted
- Sep 4, 8:28 PM ET
- Size
- 12.0 KB