Sean Jason Ward - Dec 2, 2024 Form 4 Insider Report for BLUE OWL CAPITAL INC. (OWL)

Role: Senior Managing Director, Director
Signature: /s/ Neena A. Reddy, as Attorney-in-Fact
Stock symbol: OWL
Transactions as of: Dec 2, 2024
Transactions value $: $0
Form type: 4
Date filed: 12/4/2024, 04:30 PM
Previous filing: Nov 8, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	OWL	Class C Shares	Award	$0	+28.6K	+1.73%	$0.00	1.68M	Dec 2, 2024	See Footnote	F1, F2, F3
transaction	OWL	Class A Shares	Award	$0	+135K	+32.07%	$0.00	557K	Dec 2, 2024	Direct	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	OWL	Blue Owl Operating Group Units	Award	$0	-28.6K	-1.67%	$0.00	1.68M	Dec 2, 2024	Class A Shares	28.6K		See Footnote	F1, F2, F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Represents shares of Class C common stock of the Issuer ("Class C Shares") and Common Units of each of Blue Owl Capital Holdings LP, a Delaware limited partnership ("Blue Owl Holdings"), and Blue Owl Capital Carry LP, a Delaware limited partnership ("Blue Owl Carry" and, together with Blue Owl Holdings, the "Blue Owl Operating Partnerships"), 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 Amended and Restated 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.
F2	The Incentive Units of Blue Owl Management Vehicle are fully vested upon the grant date, but are subject to a lock-up period of one year from the grant date. After attainment of required capital account thresholds, Incentive Units settle by delivery of an equal number of Common Units of each of the Blue Owl Operating Partnerships (collectively, "Blue Owl Operating Group Units") and Class C Shares. After expiration of the lock-up and cancellation of an equal number of Class C Shares, Blue Owl Operating Group Units may be exchanged from time to time at the request of the reporting person for an equal number of newly issued shares of the Issuer's Class A common stock ("Class A Shares") (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 shares of Class A Shares immediately prior to the applicable exchange date).
F3	(Continued from footnote 2) Blue Owl Operating Group Units do not expire.
F4	The amount shown represents Restricted Share Units ("RSUs") granted to the Reporting Person on December 2, 2024. Each RSU represents the contingent right to receive one of the Issuer's Class A Shares upon vesting. The RSUs will vest in three equal annual installments on February 15th of 2026, 2027 and 2028, respectively.