| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | OWL | Class C Shares | Award | $0 | +2.1M | +254.55% | $0.00 | 2.93M | Dec 2, 2024 | See Footnote | F1, F2, F3 |
| holding | OWL | Class C Shares | 675K | Dec 2, 2024 | By LLC/Trust | F1, F4, F5 |
| 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 | -2.1M | -41.79% | $0.00 | 2.93M | Dec 2, 2024 | Class A Shares | 2.1M | See Footnote | F1, F2, F3 | |
| holding | OWL | Blue Owl Operating Group Units | 675K | Dec 2, 2024 | Class A Shares | 675K | By LLC/Trust | F1, F4, F5 |
| 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 | Consists of (i) 350,000 Incentive Units of Blue Owl Management Vehicle, which are fully vested upon the grant date, but are subject to a lock-up period of one year from the grant date and (ii) 1,750,000 Incentive Units of Blue Owl Management Vehicle, which will vest in five equal installments on December 15th of 2025, 2026, 2027, 2028 and 2029, respectively. 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, |
| F3 | (Continued from footnote 2) 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). Blue Owl Operating Group Units do not expire. |
| F4 | The Incentive Units of Blue Owl Management Vehicle reported in this line item consist of (1) 600,000 Incentive Units of Blue Owl Management Vehicle that vest in three equal installments on December 15th of 2024, 2025 and 2026, respectively; and (2) 75,000 Incentive Units of Blue Owl Management Vehicle that 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 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 Class A Shares (or at the election of an exchange committee of the general partner of the Blue Owl Operating Partnerships, |
| F5 | (Continued from footnote 4) 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). The Incentive Units of Blue Owl Management Vehicle reported in this line item are held by an entity controlled by a trust whose trustee is the reporting person's son. The reporting person continues to have investment power over securities held by the entity, but disclaims beneficial ownership except to the extent of his pecuniary interest therein. The Blue Owl Operating Group Units do not expire. |
Pursuant to Rule 16a-1(a)(4) of the Securities Exchange Act of 1934, as amended, the reporting person herein states that this filing shall not be deemed to be an admission that such reporting person is the beneficial owner of any of these interests, and disclaims beneficial ownership of such interests, except to the extent of such reporting person's pecuniary interest in such interests.