Rees Michael Douglas's Form 4 filing
Blue Owl Capital Inc.OWL · filed Nov 8, 2024
- Accession no.
- 0000950170-24-124168
- Filed
- Nov 8, 2024
- Trade date
- Nov 6, 2024
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 5 non-derivative transactions and 3 derivative transactions. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Rees Michael DouglasCIK 0001861792 | Director, Officer (Co-President) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 6, 2024 | Class C Shares | JOtherAcquired | +30,166,206 | –F1 | – | 30,166,206 | Indirect | |
| Nov 6, 2024 | Class C Shares | CConversionDisposed | −30,166,206 | –F2 | – | 0 | Indirect | |
| Nov 6, 2024 | Class A Shares | CConversionAcquired | +30,166,206 | –F2 | – | 30,166,206 | Indirect | |
| Nov 6, 2024 | Class A Shares | SSaleDisposed | −30,166,206 | –F3 | – | 0 | Indirect | |
| Nov 6, 2024 | Class C Shares | JOtherAcquired | +66,773,794 | –F4 | – | 66,773,794 | Indirect |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Nov 6, 2024 | Class A Shares | JOtherAcquired | +30,166,206 | –F1 | – | 30,166,206 | Indirect | |
| Nov 6, 2024 | Class A Shares | CConversionDisposed | −30,166,206 | –F1 | – | 0 | Indirect | |
| Nov 6, 2024 | Class A Shares | JOtherAcquired | +66,773,794 | –F4 | – | 66,773,794 | Indirect |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F1
On November 6, 2024, 30,166,206 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.
Referenced by the price of 1 transaction in Table I and 2 transactions in Table II.
- F2
On November 6, 2024, Dyal IV exchanged (the "Exchange") 30,166,206 Blue Owl Operating Group Units for 30,166,206 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 the Exchange, 30,166,206 Class C Shares were surrendered and automatically cancelled.
Referenced by the price of 2 transactions in Table I.
- F3
The reported securities were sold by Dyal IV to a registered broker in an unregistered block trade at a per share price of $22.70.
Referenced by the price of 1 transaction in Table I.
- F4
On November 6, 2024, Blue Owl Capital GP LLC, as general partner of the Blue Owl Operating Partnerships (defined below), acknowledged and agreed that Dyal IV has the right to request and receive future distributions of Class C Shares and Blue Owl Operating Group Units held by Owl Rock Feeder, on its behalf. As such, investment discretion with respect to the securities held by Owl Rock Feeder on behalf of Dyal IV can be exercised by the investment committee that controls Dyal IV. As a member of such investment committee, which makes investment decisions by unanimous consent, the Reporting Person has a reportable interest in the securities held indirectly by Dyal IV but expressly disclaims beneficial ownership except to the extent of his indirect pecuniary interest therein.
Referenced by the price of 1 transaction in Table I and 1 transaction in Table II.