Alan Kirshenbaum - Jan 12, 2022 Form 4 Insider Report for BLUE OWL CAPITAL INC. (OWL)

Signature
/s/ Neena A. Reddy, as Attorney-in-Fact
Stock symbol
OWL
Transactions as of
Jan 12, 2022
Transactions value $
$0
Form type
4
Date filed
1/14/2022, 04:14 PM
Previous filing
Feb 15, 2022
Next filing
Jan 31, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OWL Class D Shares Award $0 +1M +18.96% $0.00 6.27M Jan 12, 2022 See Footnotes F1, F2, F3

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 +1M +18.96% $0.00 6.27M Jan 12, 2022 Class B Shares 1M See Footnotes F1, F2, F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents Class D common stock of Blue Owl Capital Inc. ("Class D Shares") and Class P Units of Blue Owl Management Vehicle LP, a Delaware limited partnership ("Blue Owl Management Vehicle") equal to the number of Incentive Units (each of which consists of one Class P Unit of Blue Owl Capital Carry LP, a Delaware limited partnership ("Blue Owl Carry"), and one Class P 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")) issued or to be issued by the Blue Owl Operating Partnerships pursuant to the Blue Owl Capital Inc. 2021 Omnibus Equity Incentive Plan, as amended from time to time, and held by Blue Owl Management Vehicle on behalf of the Reporting Person.
F2 The reported Incentive Units vest in five equal installments on each of the first, second, third, fourth and fifth anniversaries of December 15, 2021. 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 D Shares. Upon the cancellation of an equal number of Class D 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 Blue Owl Capital Inc.'s Class B common stock (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 common stock immediately prior to the applicable exchange date). Blue Owl Operating Group Units do not expire.
F3 Consists of an aggregate of 1,100,000 Class D Shares and an equal number of Blue Owl Operating Group Units held directly by, or to be issued and held by, Blue Owl Management Vehicle on behalf of Mr. Kirshenbaum and 5,174,085 Class D Shares and an equal number of Blue Owl Operating Group Units held or to be held directly by Owl Rock Capital Feeder LLC ("Owl Rock Feeder"), 1.69% of which is held on behalf of Mr. Kirshenbaum; 50.85% of which are held on behalf of Alan Kirshenbaum 2015 Family Trust over which Mr. Kirshenbaum has sole investment and voting power; and 47.46% of which are held on behalf of Kirshenbaum 2019 Family Trust over which Mr. Kirshenbaum has sole investment and voting power. Mr. Kirshenbaum expressly disclaims beneficial ownership of the securities held by Blue Owl Management Vehicle and Owl Rock Feeder except to the extent of his pecuniary interest therein.