What changed in this filing

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Item 5. Other Information

2025-08-01 compared with 2025-05-05 · 314 added, 186 removed, 792 unchanged (39% of the section changed)

1 unchanged sentence

Rule 10b5-1 Trading Plans

During the fiscal quarter ended March 31, 2025, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

During the fiscal quarter ended June 30, 2025, none of our directors or executive officers adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

See Exhibit Index on the following page.

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Amended and Restated Certificate of Incorporation of Blue Owl Capital Inc.

(incorporated by reference to Exhibit 3.1 of Blue Owl Capital Inc.

Quarterly Report on Form 10-Q filed on May 5, 2025)

Amended and Restated Bylaws of Blue Owl Capital Inc.

2 unchanged sentences

Second Amended and Restated Tax Receivable Agreement, dated as of April 1, 2025, by and among Blue Owl Capital Inc., Blue Owl Capital GP LLC, Blue Owl Capital Holdings LP, Blue Owl Capital Carry LP (solely for purposes of Section 7.18(b) thereto), each of the Partners (as defined therein) party thereto and the other parties from time to time party thereto

Second Amended and Restated Investor Rights Agreement, dated as of April 1, 2025, by and among Blue Owl Capital Inc., the ORC Sellers (as defined therein) party thereto, the Dyal Sellers (as defined therein) party thereto and the other parties from time to time party thereto

Third Amended and Restated Limited Partnership Agreement of Blue Owl Capital Holdings LP

Quarterly Report on Form 10-Q filed on May 5, 2025)

Third Amended and Restated Limited Partnership Agreement of Blue Owl Capital Holdings LP (incorporated by reference to Exhibit 10.3 of Blue Owl Capital Inc.

Quarterly Report on Form 10-Q filed on May 5, 2025)

Second Amended and Restated Blue Owl Capital Inc.

2021 Omnibus Equity Incentive Plan

Third Amended and Restated Exchange Agreement, dated as of April 1, 2025, by and among Blue Owl Capital Inc., Blue Owl Capital Holdings LP, Blue Owl Capital GP LLC and the Blue Owl Limited Partners (as defined therein) from time to time party thereto

2021 Omnibus Equity Incentive Plan (incorporated by reference to Exhibit 10.4 of Blue Owl Capital Inc.

Quarterly Report on Form 10-Q filed on May 5, 2025)

Form of Incentive Unit Grant Agreement

Certification of the Co-Chief Executive Officer, pursuant to Rule 13a-14(a)/15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

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101* Interactive data files pursuant to Rule 405 of Regulation S-T, formatted in Inline XBRL (eXtensible Business Reporting Language):

(i) the Consolidated Statements of Financial Condition as of March 31, 2025 and December 31, 2024, (ii) the Consolidated Statements of Operations for the three months ended March 31, 2025 and 2024 (iii) the Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2025 and 2024 (iv) the Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024, and (v) the Notes to the Consolidated Financial Statements

(i) the Consolidated Statements of Financial Condition as of June 30, 2025 and December 31, 2024, (ii) the Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024, (iii) the Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and 2024, (iv) the Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2025 and 2024, (v) the Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024, and (vi) the Notes to the Consolidated Financial Statements

104* Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

6 unchanged sentences

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

August 1, 2025

Blue Owl Capital Inc.

3 unchanged sentences

INDEX TO FINANCIAL STATEMENTS

Consolidated Statements of Financial Condition as of March 31, 2025 and December 31, 2024

Consolidated Statements of Operations for the three months ended March 31, 2025 and 2024

Consolidated Statements of Changes in Stockholders’ Equity for the three months ended March 31, 2025 and 2024

Consolidated Statements of Cash Flows for the three months ended March 31, 2025 and 2024

Consolidated Statements of Financial Condition as of June 30, 2025 and December 31, 2024

Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024

Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2025 and 2024

Consolidated Statements of Changes in Stockholders’ Equity for the three and six months ended June 30, 2025 and 2024

Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024

Notes to Consolidated Financial Statements F- 8

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Accumulated deficit ( 1,367,556 ) ( 1,141,631 )

Accumulated other comprehensive income 2,425 —

Total Stockholders’ Equity Attributable to Blue Owl Capital Inc.

7 unchanged sentences

(Dollars in Thousands, Except Per Share Data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Management fees, net (includes Part I Fees of $ 137,965 , $ 129,442 , $ 270,521 and $ 249,603 respectively)

30 unchanged sentences

Blue Owl Capital Inc.

Consolidated Statements of Comprehensive Income (Unaudited)

(Dollars in Thousands, Except Per Share Data)

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Consolidated Net Income $ 70,696 $ 138,054 $ 107,366 $ 250,067

Other comprehensive income - cash flow hedges, net of tax 5,772 — 5,772 —

Comprehensive Income 76,468 138,054 113,138 250,067

Comprehensive income attributable to noncontrolling interests ( 56,617 ) ( 104,109 ) ( 85,857 ) ( 191,031 )

Comprehensive Income Attributable to Blue Owl Capital Inc.

$ 19,851 $ 33,945 $ 27,281 $ 59,036

The accompanying notes are an integral part of these consolidated financial statements.

Blue Owl Capital Inc.

Consolidated Statements of Changes in Stockholders’ Equity (Unaudited)

(Dollars in Thousands, Except Per Share Data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Class A Shares Par Value

1 unchanged sentence

Shares delivered on vested RSUs — — — 1

Class A Shares issued in connection with Prima Acquisition — 1 — 1

Class C Shares and Common Units exchanged for Class A Shares 2 3 4 6

3 unchanged sentences

Settlement of Oak Street Earnout Securities — — — 1

Class C Shares and Common Units issued in connection with IPI Acquisition 4 —

Class C Shares and Common Units issued in connection with Prima Acquisition — 1 — 1

Class C Shares and Common Units issued in connection with IPI Acquisition, including IPI Subsequent Payment — — 4 —

Class C Shares and Common Units exchanged for Class A Shares ( 2 ) ( 3 ) ( 3 ) ( 6 )

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Withholding taxes on vested RSUs ( 150 ) ( 201 ) ( 20,107 ) ( 6,313 )

Class A Share repurchases ( 1,691 ) — ( 1,691 ) —

Reallocation between additional paid-in capital and noncontrolling interests due to changes in Blue Owl Operating Group ownership 143,551 68,892 519,785 235,865

Class A Shares issued in connection with Prima Acquisition — 109,827 — 109,827

Other 3 — 3 —

Ending Balance $ 3,715,779 $ 2,729,472 $ 3,715,779 $ 2,729,472

2 unchanged sentences

Cash dividends declared on Class A Shares ( 140,771 ) ( 93,699 ) ( 250,781 ) ( 158,894 )

Comprehensive income 7,430 25,091

Ending Balance $ ( 1,244,211 ) $ ( 922,988 )

Total Stockholders’ Equity Attributable to Blue Owl Capital Inc.

Net income attributable to Blue Owl Capital Inc.

17,426 33,945 24,856 59,036

Ending Balance $ ( 1,367,556 ) $ ( 982,742 ) $ ( 1,367,556 ) $ ( 982,742 )

Blue Owl Capital Inc.

1 unchanged sentence

(Dollars in Thousands, Except Per Share Data)

Three Months Ended March 31,

Three Months Ended June 30, Six Months Ended June 30,

2025 2024 2025 2024

Accumulated Other Comprehensive Income

Beginning balance $ — $ — $ — $ —

Other comprehensive income attributable to Blue Owl Capital Inc.

2,425 — 2,425 —

Ending Balance $ 2,425 $ — $ 2,425 $ —

Total Stockholders’ Equity Attributable to Blue Owl Capital Inc.

$ 2,350,803 $ 1,746,875 $ 2,350,803 $ 1,746,875

Stockholders’ Equity Attributable to Noncontrolling Interests

5 unchanged sentences

Reallocation between additional paid-in capital and noncontrolling interests due to changes in Blue Owl Operating Group ownership ( 143,551 ) ( 68,892 ) ( 519,785 ) ( 235,865 )

Common Units and Class C Shares issued in connection with IPI Acquisition 922,171 —

Comprehensive income 29,240 86,922

Class C Shares and Common Units issued in connection with Prima Acquisition — 27,195 — 27,195

Class C Shares and Common Units issued in connection with IPI Acquisition, including IPI Subsequent Payment 76,190 — 998,361 —

Net income attributable to noncontrolling interests 53,270 104,109 82,510 191,031

Other comprehensive income attributable to noncontrolling interests 3,347 — 3,347 —

Ending Balance $ 4,009,012 $ 3,471,271 $ 4,009,012 $ 3,471,271

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Beginning balance 625,652,391 500,879,131 608,346,194 464,425,386

Class A Share repurchases ( 114,228 ) — ( 114,228 ) —

Shares delivered on vested RSUs 55,160 66,672 2,866,995 1,319,015

Class A Shares issued in connection with Prima Acquisition — 6,352,047 — 6,352,047

Class C Shares and Common Units exchanged for Class A Shares 24,898,829 29,987,495 37,596,985 64,115,893

Class D Shares and Common Units exchanged for Class A Shares 600,000 332,671 2,396,206 1,405,675

Other 294 — 294 —

Ending Balance 651,092,446 537,618,016 651,092,446 537,618,016

1 unchanged sentence

Beginning balance 607,561,169 611,908,856 579,980,769 632,486,822

Common Units and Class C Shares issued in connection with IPI Acquisition 39,091,754 —

Class C Shares and Common Units issued in connection with Prima Acquisition — 1,572,883 — 1,572,883

Class C Shares and Common Units issued in connection with IPI Acquisition, including IPI Subsequent Payment 4,417,921 — 43,509,675 —

Class C Shares and Common Units exchanged for Class A Shares ( 24,898,829 ) ( 29,987,495 ) ( 37,596,985 ) ( 64,115,893 )

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(Dollars in Thousands)

Three Months Ended March 31,

Six Months Ended June 30,

Cash Flows from Operating Activities

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Dividends paid on Class A Shares ( 250,781 ) ( 158,894 )

Class A Share repurchases ( 1,691 ) —

Contributions from noncontrolling interests 24,032 22,185

Distributions to noncontrolling interests ( 490,163 ) ( 379,178 )

Net Cash Provided by Financing Activities 124,966 19,683

Net Cash Provided by (Used in) Financing Activities ( 212,363 ) 133,071

Net Increase (Decrease) in Cash and Cash Equivalents ( 34,476 ) 332,591

7 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

Blue Owl Capital Inc.

(the “Registrant”), a Delaware corporation, together with its consolidated subsidiaries (collectively, the “Company” or “Blue Owl”), is a global alternative asset manager.

Anchored by a strong Permanent Capital base, the Company deploys private capital across Credit, GP Strategic Capital and Real Assets platforms on behalf of institutional and private wealth clients.

Anchored by a strong Permanent Capital base, the Company deploys private capital across Credit, Real Assets and GP Strategic Capital platforms on behalf of institutional and private wealth clients.

The Company operates through one operating and reportable segment that provides asset management services to clients.

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The Registrant holds its controlling financial interests in the Blue Owl Operating Group indirectly through Blue Owl Capital GP Holdings LLC, Blue Owl Capital GP LLC and certain other directly or indirectly wholly owned subsidiaries of the Registrant (collectively, “Blue Owl GP”).

On April 1, 2025, the Company completed the previously announced “Internal Reorganization,” pursuant to which, among other things, Blue Owl Capital Carry LP (“Blue Owl Carry”) became a wholly owned subsidiary of Blue Owl Holdings.

On April 1, 2025, the Company completed the previously announced internal reorganization (“Internal Reorganization”), pursuant to which, among other things, Blue Owl Capital Carry LP (“Blue Owl Carry”) became a wholly owned subsidiary of Blue Owl Holdings.

Prior to the Internal Reorganization, Blue Owl Holdings and Blue Owl Carry were referred to, collectively, as the “Blue Owl Operating Partnerships.” Following the Internal Reorganization, each unitholder of the Blue Owl Operating Partnerships who previously held an equal number of units in each of Blue Owl Holdings and Blue Owl Carry instead holds a single class of units in Blue Owl Holdings.

Business Combination and Acquisitions

On May 19, 2021, the transactions contemplated by the business combination agreement dated as of December 23, 2020 (as was amended, modified, supplemented or waived from time to time) (the “Business Combination”), by and among Altimar Acquisition Corporation, Owl Rock Capital Group LLC, Owl Rock Capital Feeder LLC, Owl Rock Capital Partners LP and Neuberger Berman Group LLC (“Neuberger”), which included the acquisition of the Dyal Capital Partners business from Neuberger (the “Dyal Acquisition”).

On May 19, 2021, the Company completed the transactions contemplated by the business combination agreement dated as of December 23, 2020 (as was amended, modified, supplemented or waived from time to time) (the “Business Combination”), by and among Altimar Acquisition Corporation, Owl Rock Capital Group LLC, Owl Rock Capital Feeder LLC, Owl Rock Capital Partners LP and Neuberger Berman Group LLC (“Neuberger”), which included the acquisition of the Dyal Capital Partners business from Neuberger (the “Dyal Acquisition”).

On December 29, 2021, the Company completed its acquisition of Oak Street Real Estate Capital, LLC (now, Blue Owl Real Estate Capital, LLC), a diversified real estate investment firm, and its advisory business (the “Oak Street Acquisition”).

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Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

On September 30, 2024, the Company acquired the rights to investment management agreements, investor relationships, related assets and personnel from Atalaya Capital Management LP (“Atalaya”) and Atalaya’s other investment advisor affiliates and subsidiaries (the “Atalaya Acquisition”).

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Registrant’s Capital Structure

The following table presents the number of shares of the Registrant and RSUs that were outstanding as of March 31, 2025:

March 31, 2025

The following table presents the number of shares of the Registrant and RSUs that were outstanding as of June 30, 2025:

June 30, 2025

Class A Shares 651,092,446

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Class A stockholders are entitled to dividends declared on the Class A Shares by the Registrant’s board of directors (the “Board”).

As of March 31, 2025, the Class A Shares and Class C Shares (collectively, the “Low-Vote Shares”) represented a combined 20 % of the total voting power of all shares.

As of June 30, 2025, the Class A Shares and Class C Shares (collectively, the “Low-Vote Shares”) represented a combined 20 % of the total voting power of all shares.

Class B Shares —Shares of Class B common stock that are not publicly traded.

Class B stockholders are entitled to dividends in the same amount per share as declared on Class A Shares.

As of March 31, 2025, the Class B Shares and Class D Shares (collectively, the “High-Vote Shares”) represented a combined 80 % of the total voting power of all shares.

As of June 30, 2025, the Class B Shares and Class D Shares (collectively, the “High-Vote Shares”) represented a combined 80 % of the total voting power of all shares.

Class C Shares —Shares of Class C common stock that are not publicly traded.

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RSUs granted to date do not accrue dividend equivalents.

No RSUs were issued prior to the Business Combination.

RSU grants are accounted for as equity-based compensation.

2 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

Blue Owl Operating Group’s Capital Structure

The following table presents the interests outstanding of the Blue Owl Operating Group that were outstanding as of March 31, 2025, which interests are collectively referred to as “Blue Owl Operating Group Units”:

Units March 31, 2025

The following table presents the interests outstanding of the Blue Owl Operating Group that were outstanding as of June 30, 2025, which interests are collectively referred to as “Blue Owl Operating Group Units”:

Units June 30, 2025

GP Units 651,092,446

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Once vested, holders of Incentive Units (“Incentive Unitholders”) are entitled to distributions in the same amount per unit as declared on GP Units and Common Units.

Unvested Incentive Unitholders generally are not entitled to distributions;

Substantially all unvested Incentive Unitholders generally are not entitled to distributions;

however, consistent with other Blue Owl Operating Group Units, unvested Incentive Units receive taxable income allocations that may subject holders to tax liabilities.

5 unchanged sentences

The 2025 Program may be changed, suspended or discontinued at any time and will terminate upon the earlier of (i) the purchase of all shares available under the 2025 Program and (ii) February 28, 2027.

There were no repurchases made under the 2025 Program or any prior repurchase programs during the three months ended March 31, 2025 and 2024.

Pursuant to the terms of the Company’s RSU awards, upon the vesting of RSUs to employees, the Company net settles awards to satisfy employee tax withholding obligations.

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Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

The following table presents RSUs withheld to satisfy tax withholding obligations during each of the indicated periods:

Three Months Ended March 31,

June 30, 2025

The following table presents Class A Shares repurchased under the 2025 Program and RSUs withheld to satisfy tax withholding obligations during each of the indicated periods:

Three Months Ended

June 30, Six Months Ended

(dollars in thousands) 2025 2024 2025 2024

Fair value of shares purchased pursuant to the 2025 Program (excluding commission costs) $ 1,691 $ — $ 1,691 $ —

Number of shares purchased pursuant to the 2025 Program 114,228 — 114,228 —

Fair value of RSUs withheld to satisfy tax withholding obligations $ 392 $ 625 $ 53,782 $ 18,060

Number of RSUs withheld to satisfy tax withholding obligations 19,611 31,669 2,249,769 1,000,818

14 unchanged sentences

In the opinion of management, all adjustments necessary for a fair presentation of the Company’s Financial Statements have been included and are of a normal and recurring nature.

The Company’s comprehensive income is comprised solely of consolidated net income (i.e., the Company has no other comprehensive income).

These interim Financial Statements should be read in conjunction with the annual report for the year ended December 31, 2024, filed with the SEC on Form 10-K (the “Annual Report”).

These interim Financial Statements should be read in conjunction with the annual report for the year ended December 31, 2024, filed with the U.S.

Securities and Exchange Commission (“SEC”) on Form 10-K (the “Annual Report”).

Comprehensive Income

Comprehensive income represents the change in equity during a period from recognized transactions other than from transactions with owners.

In the accompanying Financial Statements, comprehensive income is comprised of (i) consolidated net income, as presented in the consolidated statements of operations and (ii) all components of other comprehensive income.

The Company's other comprehensive income is comprised of gains and losses on derivative instruments that have been designated as a cash flow hedge.

The Company has designated foreign exchange forward contracts to hedge the foreign exchange risk associated with certain transactions denominated in a currency other than the functional currency.

The changes in the fair value of the designated forward contracts are initially reported in other comprehensive income (“OCI”) and subsequently reclassified to earnings when the hedged transaction affects earnings.

The reclassified amounts from OCI are presented in the same income statement line item as the earnings effect of the hedged items.

Cash flows associated with these cash flow hedges, which do not include an other-than-insignificant financing element at inception, and only have a financing element inherently included in an at-the-market derivative instrument with no prepayments, are classified in the same category as the cash flows from the items being hedged.

These cash flow hedges are not material to the Financial Statements.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Use of Estimates

8 unchanged sentences

While management believes that the estimates utilized in preparing the Financial Statements are reasonable and prudent, actual results could differ materially from those estimates.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

New Accounting Pronouncements

17 unchanged sentences

Disaggregation of Income Statement Expenses The ASU requires additional disclosures of the nature of expenses included in the income statement.

The guidance requires footnote disclosures in a tabular format, disaggregating certain costs and expenses that includes any of the following expenses:

The guidance requires footnote disclosures in a tabular format, disaggregating certain costs and expenses that include any of the following expenses:

(1) purchases of inventory, (2) employee compensation, (3) depreciation, (4) intangible asset amortization, and (5) depreciation.

4 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

ACQUISITIONS AND INTANGIBLE ASSETS, NET

June 30, 2025

ACQUISITIONS, GOODWILL AND INTANGIBLE ASSETS, NET

IPI Acquisition

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(1) Represents Common Units issued to sellers.

(2) Includes $ 39.9 million of cash consideration payable in the second or third quarter of 2025.

(2) Includes $ 39.9 million of cash consideration paid in the second quarter of 2025.

(3) Goodwill represents the amount of total consideration in excess of net identifiable assets acquired.

Approximately $ 199.4 million of the goodwill and intangible assets recognized are expected to be deductible by the Blue Owl Operating Partnerships for tax purposes.

The acquired investment management agreements and investor relationships had a weighted-average amortization period of 5.5 years and 11.3 years, respectively, from the date of acquisition.

The acquired investment management agreements and investor relationships had weighted-average amortization periods of 5.5 years and 11.3 years, respectively, from the date of acquisition.

IPI’s results are included in the Company’s consolidated results starting from the date the acquisition closed, January 3, 2025.

For the three months ended March 31, 2025, the Company’s consolidated results included $ 52.2 million of GAAP revenues related to the acquired business.

For the three and six months ended June 30, 2025, the Company’s consolidated results included $ 48.2 million and $ 100.5 million of GAAP revenues related to the acquired business, respectively.

Given the Company operates through one operating and reportable segment, the impact of the IPI Acquisition to GAAP consolidated net income is not tracked on a standalone basis.

The Company incurred $ 13.6 million and $ 8.6 million of acquisition-related costs for the three months ended March 31, 2025, and year ended December 31, 2024, respectively, which costs were included within general, administrative and other expenses in the Company’s consolidated statements of operations.

The Company incurred $ 16.7 million and $ 8.6 million of acquisition-related costs for the six months ended June 30, 2025 and the year ended December 31, 2024, respectively, which costs were included within general, administrative and other expenses in the Company’s consolidated statements of operations.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

The earnout liability accrued in connection with the IPI Acquisition is contingent upon additional commitments to the Blue Owl Digital Infrastructure Fund III and is based on the size of these commitments.

A portion of this liability pertains to the pro-rated catch-up management fees earned with each subsequent close.

These fees are payable in cash and are expected to be paid to the sellers later in 2025, after the Company has collected the catch-up fees from the fund.

The remaining earnout liability represents the estimated fair value of additional Common Units the Company anticipates issuing to the sellers (the “IPI Subsequent Payment”).

The value of these Common Units is driven by the size of commitments to the Blue Owl Digital Infrastructure Fund III and a portion of such Common Units were issued in April 2025, and the remaining units are expected to be issued later in 2025, following the final closing of the fund.

June 30, 2025

The earnout liability accrued in connection with the IPI Acquisition was contingent upon additional commitments to Blue Owl Digital Infrastructure Fund III (“ODI III”) and was based on the size of these commitments.

A portion of this liability pertained to the pro-rated catch-up management fees earned with each subsequent close.

These catch-up fees were collected by the Company and then paid to the sellers during the second quarter of 2025, after the final close of ODI III.

The remaining earnout liability represented the fair value of additional Common Units the Company issued to the sellers (the “IPI Subsequent Payment”), the value of which was also contingent on the additional commitments to ODI III.

The earnout liability related to the IPI Acquisition, including the IPI Subsequent Payment, was settled during the second quarter of 2025.

The following table summarizes the Company’s goodwill:

(dollars in thousands) Six Months Ended

June 30, 2025

Beginning balance $ 4,699,465

IPI Acquisition 923,835

Atalaya Acquisition adjustment 1,169

Ending Balance $ 5,624,469

Intangible Assets, Net

The following table summarizes the Company’s intangible assets, net:

(dollars in thousands) March 31,

(dollars in thousands) June 30,

2025 December 31,

2024 Remaining Weighted-Average Amortization Period as of March 31, 2025

2024 Remaining Weighted-Average Amortization Period as of June 30, 2025

Intangible assets, gross:

7 unchanged sentences

Total Intangible Assets, Net $ 3,068,807 $ 2,902,752

The following table presents expected future amortization of finite-lived intangible assets as of March 31, 2025:

The following table presents expected future amortization of finite-lived intangible assets as of June 30, 2025:

(dollars in thousands)

Period Amortization

April 1, 2025 to December 31, 2025 $ 269,923

July 1, 2025 to December 31, 2025 $ 177,905

Thereafter 1,597,983

Total $ 3,068,807

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Pro Forma Financial Information

Unaudited pro forma revenues were $ 683.5 million and $ 580.4 million for the three months ended March 31, 2025 and 2024, respectively.

Unaudited pro forma net income attributable to Class A stockholders was $ 7.4 million and $ 23.2 million for the three months ended March 31, 2025 and 2024, respectively.

Unaudited pro forma revenues were $ 703.1 million and $ 642.6 million for the three months ended June 30, 2025 and 2024, and $ 1.4 billion and $ 1.2 billion for the six months ended June 30, 2025 and 2024, respectively.

Unaudited pro forma net income attributable to Class A stockholders was $ 17.4 million and $ 38.1 million for the three months ended June 30, 2025 and 2024, and $ 24.9 million and $ 49.5 million for the six months ended June 30, 2025 and 2024, respectively.

This pro forma financial information was computed by combining the historical financial information of the Company and the IPI Acquisition as though the acquisition was consummated on January 1, 2024, and as though the Atalaya, KAM and Prima Acquisitions were consummated on January 1, 2023.

These pro forma amounts assume a consistent ownership structure, annual effective tax rates and amortization of the fair value of acquired assets as of each respective acquisition date.

The pro forma information does not reflect the potential benefits of

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

cost and funding synergies, opportunities to earn additional revenues, or other factors, and therefore does not represent what the actual revenues and net income would have been had the businesses actually been combined as of the dates above.

The pro forma information does not reflect the potential benefits of cost and funding synergies, opportunities to earn additional revenues, or other factors, and therefore does not represent what the actual revenues and net income would have been had the businesses actually been combined as of the dates above.

INVESTMENTS AND FAIR VALUE DISCLOSURES

The following table presents the components of the Company’s investments:

(dollars in thousands) March 31,

(dollars in thousands) June 30,

2025 December 31,

18 unchanged sentences

• Level I – Quoted prices that are available in active markets for identical financial assets or liabilities as of the reporting date.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

• Level II – Valuations obtained from independent third-party pricing services, the use of models or other valuation methodologies based on pricing inputs that are either directly or indirectly market observable as of the measurement date.

3 unchanged sentences

The fair value of these financial assets and liabilities may be estimated using a combination of observed transaction prices, independent pricing services, models or other valuation methodologies based on pricing inputs that are neither directly nor indirectly market observable (e.g., cash flows, implied yields).

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.

1 unchanged sentence

The assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the financial asset or liability when the fair value is based on unobservable inputs.

The tables below summarizes the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2025 and December 31, 2024:

March 31, 2025

The tables below summarizes the Company’s assets and liabilities measured at fair value on a recurring basis as of June 30, 2025 and December 31, 2024:

June 30, 2025

(dollars in thousands) Level I Level II Level III Total

21 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

Reconciliation of Fair Value Measurements Categorized within Level III

1 unchanged sentence

There were no transfers in or out of Level III.

The following table sets forth a summary of changes in the fair value of the Level III measurements for the three months ended March 31, 2025 and 2024:

Three Months Ended March 31, 2025 Level III Assets

The following table sets forth a summary of changes in the fair value of the Level III measurements for the three and six months ended June 30, 2025 and 2024:

Three Months Ended June 30, 2025 Level III Assets

(dollars in thousands) Preferred Equity CLOs Total

5 unchanged sentences

Change in net unrealized losses on assets still recognized at the reporting date $ ( 4,051 ) $ ( 829 ) $ ( 4,880 )

(1) Preferred equity purchases includes $ 8.1 million of cumulative unpaid cash preferential dividends that compound quarterly and are payable when declared.

Three Months Ended March 31, 2024 Level III Assets

(dollars in thousands) CLOs Total

Six Months Ended June 30, 2025 Level III Assets

(dollars in thousands) Preferred Equity CLOs Total

Beginning balance $ 267,169 $ 5,169 $ 272,338

Purchases (1)

16,499 3,986 20,485

Net losses ( 11,038 ) ( 2,283 ) ( 13,321 )

1 unchanged sentence

Change in net unrealized losses on assets still recognized at the reporting date $ ( 11,038 ) $ ( 2,283 ) $ ( 13,321 )

Three Months Ended March 31, 2025 Level III Liabilities

(1) Preferred equity purchases includes $ 8.4 million and $ 16.5 million, respectively, of cumulative unpaid cash preferential dividends that compound quarterly and are payable when declared.

Three Months Ended June 30, 2024 Level III Assets

(dollars in thousands) Preferred Equity CLOs Total

Beginning balance $ — $ 2,377 $ 2,377

Purchases 253,585 3,700 257,285

Net losses ( 4 ) ( 162 ) ( 166 )

Ending Balance $ 253,581 $ 5,915 $ 259,496

Change in net unrealized losses on assets still recognized at the reporting date $ ( 4 ) $ ( 162 ) $ ( 166 )

Six Months Ended June 30, 2024 Level III Assets

(dollars in thousands) Preferred Equity CLOs Total

Beginning balance $ — $ 2,521 $ 2,521

Purchases 253,585 3,700 257,285

Net losses ( 4 ) ( 306 ) ( 310 )

Ending Balance $ 253,581 $ 5,915 $ 259,496

Change in net unrealized losses on assets still recognized at the reporting date $ ( 4 ) $ ( 306 ) $ ( 310 )

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Three Months Ended June 30, 2025 Level III Liabilities

(dollars in thousands) TRA Liability Earnout Liability Total

Beginning balance $ 97,228 $ 305,680 $ 402,908

Issuances — 140,083 140,083

Settlements — ( 113,350 ) ( 113,350 )

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Change in net unrealized (gains) losses on liabilities still recognized at the reporting date $ 2,274 $ ( 8,666 ) $ ( 6,392 )

Three Months Ended March 31, 2024 Level III Liabilities

Six Months Ended June 30, 2025 Level III Liabilities

(dollars in thousands) TRA Liability Earnout Liability Total

Beginning balance $ 108,257 $ 167,912 $ 276,169

Issuances — 140,083 140,083

Settlements ( 14,556 ) ( 113,350 ) ( 127,906 )

Net (gains) losses 5,801 ( 22,947 ) ( 17,146 )

Ending Balance $ 99,502 $ 171,698 $ 271,200

Change in net unrealized losses on liabilities still recognized at the reporting date $ 5,801 $ 8,698 $ 14,499

Three Months Ended June 30, 2024 Level III Liabilities

(dollars in thousands) TRA Liability Warrant Liability Earnout Liability Total

Beginning balance $ 107,311 $ 37,300 $ 9,646 $ 154,257

Issuances — — 18,600 18,600

Settlements — — ( 5,000 ) ( 5,000 )

2 unchanged sentences

Change in net unrealized (gains) losses on liabilities still recognized at the reporting date $ 2,979 $ ( 3,050 ) $ 88 $ 17

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

Six Months Ended June 30, 2024 Level III Liabilities

(dollars in thousands) TRA Liability Warrant Liability Earnout Liability Total

Beginning balance $ 116,398 $ 22,600 $ 92,119 $ 231,117

Issuances — — 18,600 18,600

Settlements ( 8,551 ) — ( 87,875 ) ( 96,426 )

Net losses 2,443 11,650 490 14,583

Ending Balance $ 110,290 $ 34,250 $ 23,334 $ 167,874

Change in net unrealized losses on liabilities still recognized at the reporting date $ 2,851 $ 11,650 $ 243 $ 14,744

Valuation Methodologies for Fair Value Measurements Categorized within Levels II and III

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This investment is generally classified as Level III.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Equity Investments in the Company’s Products

9 unchanged sentences

Earnout Liability

As of March 31, 2025, the earnout liability was comprised of contingent consideration payable for the Wellfleet Earnouts, Prima Earnouts, KAM Earnouts and Atalaya Earnouts, as well as the contingent consideration payable for the IPI Acquisition.

As of December 31, 2024, the earnout liability was comprised of contingent consideration payable for the Wellfleet Earnouts, Prima Earnouts, KAM Earnouts and Atalaya Earnouts.

As of June 30, 2025, the earnout liability was comprised of contingent consideration payable for the Prima Earnouts, KAM Earnouts and Atalaya Earnouts (each defined in Note 3 to the financial statements in the Company’s Annual Report).

As of December 31, 2024, the earnout liability was comprised of contingent consideration payable for the Wellfleet Earnouts (defined in Note 3 to the financial statements in the Company’s Annual Report), Prima Earnouts, KAM Earnouts and Atalaya Earnouts.

The Company uses a Monte Carlo simulation model to value certain earnouts where revenue milestones need to be achieved before a payment is due.

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Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

Quantitative Inputs and Assumptions for Fair Value Measurements Categorized within Level III

The following table summarizes the quantitative inputs and assumptions used for the Company’s Level III measurements as of March 31, 2025:

The following table summarizes the quantitative inputs and assumptions used for the Company’s Level III measurements as of June 30, 2025:

(dollars in thousands) Fair Value Valuation Technique Significant Unobservable Inputs Range Weighted Average Impact to Valuation from an Increase in Input

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171,698 Monte Carlo Simulation Volatility 21 % - 37 % 26 % Increase

125,316 Discounted cash flow Discount Rate 0 % - 6 % 0 % Decrease

Total Liabilities, at Fair Value $ 271,200

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

The following table summarizes the quantitative inputs and assumptions used for the Company’s Level III measurements as of December 31, 2024:

8 unchanged sentences

Total Liabilities, at Fair Value $ 276,169

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Fair Value of Other Financial Instruments

As of March 31, 2025, the fair value of the Company’s debt obligations was approximately $ 3.1 billion compared to a carrying value of $ 3.2 billion, of which $ 2.3 billion of the fair value would have been categorized as Level II within the fair value hierarchy and the remainder as Level III.

As of June 30, 2025, the fair value of the Company’s debt obligations was approximately $ 3.1 billion compared to a carrying value of $ 3.2 billion, of which $ 2.3 billion of the fair value would have been categorized as Level II within the fair value hierarchy and the remainder as Level III.

As of December 31, 2024, the fair value of the Company’s debt obligations was approximately $ 2.5 billion, compared to a carrying value of $ 2.6 billion, of which $ 2.3 billion of the fair value would have been categorized as Level II within the fair value hierarchy and the remainder as Level III.

As of March 31, 2025 and December 31, 2024, the fair value of the portion of the TRA liability that is not carried at fair value in the Company’s consolidated balance sheets was approximately $ 541.2 million and $ 535.7 million, respectively, compared to a carrying value of $ 1.3 billion as of each date, and such fair value measurements are categorized as Level III within the fair value hierarchy.

Management estimates that the carrying value of the Company’s other financial instruments, which are not carried at fair value, approximated their fair values as of March 31, 2025 and December 31, 2024, respectively, and such fair value measurements are categorized as Level III within the fair value hierarchy.

As of June 30, 2025 and December 31, 2024, the fair value of the portion of the TRA liability that is not carried at fair value in the Company’s consolidated balance sheets was approximately $ 597.1 million and $ 535.7 million, respectively, compared to a carrying value of $ 1.5 billion and $ 1.3 billion, respectively, and such fair value measurements are categorized as Level III within the fair value hierarchy.

Management estimates that the carrying value of the Company’s other financial instruments, which are not carried at fair value, approximated their fair values as of June 30, 2025 and December 31, 2024, respectively, and such fair value measurements are categorized as Level III within the fair value hierarchy.

The Company primarily has non-cancelable operating leases for its headquarters in New York and various other offices.

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however, certain of the Company’s other leases contain renewal and early termination options that the Company has determined are not reasonably certain of being exercised.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

(dollars in thousands) Three Months Ended March 31,

(dollars in thousands) Three Months Ended

June 30, Six Months Ended

Lease Cost 2025 2024 2025 2024

2 unchanged sentences

Net Lease Cost $ 11,690 $ 10,264 $ 23,135 $ 21,060

(dollars in thousands) Three Months Ended March 31,

(dollars in thousands) Three Months Ended

June 30, Six Months Ended

Supplemental Lease Cash Flow Information 2025 2024 2025 2024

4 unchanged sentences

Operating leases (2)

(1) The amount presented above for the three months ended March 31, 2024, includes $ 14.7 million of tenant improvement allowances received from the lessor.

Lease Term and Discount Rate March 31

$ ( 2,241 ) $ 17,997 $ 22,845 $ 23,492

(1) The amount presented above for the three and six months ended June 30, 2024, includes $ 0.7 million and $ 15.4 million of tenant improvement allowances received from the lessor, respectively.

(2) The amount presented above for the three and six months ended June 30, 2025, includes a $ 2.6 million reduction related to the shortening of a lease term and rent abatements on existing leases.

Lease Term and Discount Rate June 30,

2025 December 31,

3 unchanged sentences

Operating leases 5.6 % 5.6 %

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

(dollars in thousands)

Future Maturity of Operating Lease Payments Operating Leases

April 1, 2025 to December 31, 2025 $ 24,048

July 1, 2025 to December 31, 2025 $ 13,898

Thereafter 378,513

3 unchanged sentences

Amounts presented in the table above are presented net of tenant improvement allowances and reflect the impacts of rent holiday periods.

The Company has future operating lease payments of approximately $ 245.1 million related to leases that have not commenced that were entered into as of March 31, 2025.

Such lease payments are not included in the table above or the Company’s consolidated statements of financial condition as operating lease assets and operating lease liabilities.

These operating lease payments are anticipated to commence in the second quarter of 2025 and continue for approximately 15 years.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

The Company has future operating lease payments of approximately $ 229.5 million related to leases that have not commenced that were entered into as of June 30, 2025.

Such lease payments are not included in the table above or within operating lease assets and operating lease liabilities in our consolidated statements of financial condition.

These operating lease payments are anticipated to commence in the third quarter of 2025 and continue for approximately 15 years.

OTHER ASSETS, NET

(dollars in thousands) March 31,

(dollars in thousands) June 30,

2025 December 31,

10 unchanged sentences

Total $ 308,629 $ 258,748

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

DEBT OBLIGATIONS, NET

The following tables summarize outstanding debt obligations of the Company:

March 31, 2025

June 30, 2025

(dollars in thousands) Maturity

19 unchanged sentences

Total $ 4,234,800 $ 2,639,800 $ 1,585,621 $ 2,588,496

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

Revolving Credit Facility

3 unchanged sentences

The Company is subject to an undrawn commitment fee rate of 0.08 % to 0.2 % of the daily amount of available revolving commitment.

The borrowing rates for balances outstanding under the Revolving Credit Facility as of March 31, 2025 and December 31, 2024 were 5.67 % and 5.72 %, respectively.

The borrowing rates for balances outstanding under the Revolving Credit Facility as of June 30, 2025 and December 31, 2024 were 5.67 % and 5.72 %, respectively.

Of the amount borrowed under the Revolving Credit Facility as of June 30, 2025, $ 400.0 million was repaid subsequent to quarter end.

For a description of terms of the other debt obligations presented in the tables above, see Note 7 to the financial statements in the Company’s Annual Report.

2 unchanged sentences

Pursuant to the TRA, the Company will pay 85 % of certain tax benefits, if any, that it realizes (or in certain cases is deemed to realize) as a result of any increases in tax basis of the assets of the Blue Owl Operating Group related to the Business Combination and any subsequent exchanges of Blue Owl Operating Group Units for shares of the Registrant or cash.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Payments under the TRA will continue until all such tax benefits have been utilized or expired unless (i) the Company exercises its right to terminate the TRA and pays recipients an amount representing the present value of the remaining payments, (ii) there is a change of control or (iii) the Company breaches any of the material obligations of the TRA, in which case all obligations will generally be accelerated and due as if the Company had exercised its right to terminate the TRA.

1 unchanged sentence

The estimate of the timing and the amount of future payments under the TRA involves several assumptions that do not account for the significant uncertainties associated with these potential payments, including an assumption that the Company will have sufficient taxable income in the relevant tax years to utilize the tax benefits that would give rise to an obligation to make payments.

During the three months ended March 31, 2025, the Company made TRA payments of $ 53.1 million (including $ 4.7 million to related parties).

The table below presents management’s estimate as of March 31, 2025, of the maximum amounts that would be payable under the TRA assuming that the Company will have sufficient taxable income each year to fully realize the expected tax savings.

During the six months ended June 30, 2025 and 2024, the Company made TRA payments of $ 53.5 million and $ 28.2 million, respectively, inclusive of interest, and including $ 4.8 million and $ 2.8 million, respectively, paid to related parties.

The table below presents management’s estimate as of June 30, 2025, of the maximum amounts that would be payable under the TRA assuming that the Company will have sufficient taxable income each year to fully realize the expected tax savings.

In light of the numerous factors affecting the Company’s obligation to make such payments, the timing and amounts of any such actual payments may differ materially from those presented in the table.

(dollars in thousands) Potential Payments Under the Tax Receivable Agreement

April 1, 2025 to December 31, 2025 $ —

July 1, 2025 to December 31, 2025 $ —

Thereafter 1,297,728

2 unchanged sentences

Total TRA Liability $ 1,571,657

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

Unfunded Product Commitments

As of March 31, 2025, the Company had unfunded investment commitments to its products of $ 33.8 million, which is exclusive of commitments that employees and other related parties have directly to the Company’s products, and which the Company expects to fund over the next several years.

As of June 30, 2025, the Company had unfunded investment commitments to its products of $ 36.2 million, which is exclusive of commitments that employees and other related parties have directly to the Company’s products, and which the Company expects to fund over the next several years.

Indemnification and Guarantee Arrangements

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The terms of the indemnities and guarantees vary from contract to contract and the Company’s maximum exposure under these arrangements cannot be determined or the risk of material loss is remote, and therefore no amounts have been recorded in the consolidated statements of financial condition.

As of March 31, 2025, the Company has not had prior claims or losses pursuant to these arrangements.

As of June 30, 2025, the Company has not had prior claims or losses pursuant to these arrangements.

From time to time, the Company is involved in legal actions in the ordinary course of business.

2 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

The following table presents a disaggregated view of the Company’s revenues:

Three Months Ended March 31,

Three Months Ended

June 30, Six Months Ended

(dollars in thousands) 2025 2024 2025 2024

9 unchanged sentences

Total GAAP Revenues - Credit Platform 423,604 355,920 832,544 674,317

GP Strategic Capital Platform

GP minority stakes 148,443 139,786

GP debt financing 2,392 5,405

Professional sports minority stakes 643 1,232

Strategic Revenue-Share Purchase consideration amortization ( 11,116 ) ( 10,660 )

Management Fees, Net 140,362 135,763

Administrative, transaction and other fees 10,872 10,800

Total GAAP Revenues - GP Strategic Capital Platform 151,234 146,563

Real Assets Platform

6 unchanged sentences

Total GAAP Revenues - Real Assets Platform 116,871 48,580 240,183 96,960

GP Strategic Capital Platform

GP minority stakes 154,269 139,489 302,712 279,275

GP debt financing 5,833 5,674 8,225 11,079

Professional sports minority stakes 941 732 1,584 1,964

Strategic Revenue-Share Purchase consideration amortization ( 11,117 ) ( 10,660 ) ( 22,233 ) ( 21,320 )

Management Fees, Net 149,926 135,235 290,288 270,998

Administrative, transaction and other fees 12,705 10,113 23,577 20,913

Total GAAP Revenues - GP Strategic Capital Platform 162,631 145,348 313,865 291,911

Total GAAP Revenues $ 703,106 $ 549,848 $ 1,386,592 $ 1,063,188

7 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

Three Months Ended

June 30, 2025

Six Months Ended

(dollars in thousands) 2025 2024

12 unchanged sentences

The table below presents the changes in the Company’s Strategic Revenue-Share Purchase consideration.

The consideration paid in 2021, which includes $ 455.0 million paid in Class A Shares and $ 50.2 million in cash, is being amortized as a reduction of management fees, net in the Company’s consolidated statements of operations over a weighted-average period of 12 years, which represents the average period over which the related customer revenues are expected to be recognized.

Three Months Ended

The consideration paid in 2021, which includes $ 455.0 million paid in Class A Shares and $ 50.2 million in cash, is being amortized as a reduction of management fees, net in the Company’s consolidated statements of operations over a weighted-average period of 12 years from the date the consideration was paid, which represents the average period over which the related customer revenues are expected to be recognized.

Six Months Ended

(dollars in thousands) 2025 2024

6 unchanged sentences

Equity-based compensation awards are generally subject to a three to five-year requisite service period, although certain grants are immediately vested at grant.

As of March 31, 2025, the total number of Class A Shares and Blue Owl Operating Group Units, collectively, that may be issued under the 2021 Omnibus Plan was 175,834,537 , of which 76,473,381 remain available for issuance.

As of June 30, 2025, the total number of Class A Shares and Blue Owl Operating Group Units, collectively, that may be issued under the 2021 Omnibus Plan was 175,834,537 , of which 69,016,469 remain available for issuance.

To the extent that an award expires or is canceled, forfeited, terminated, surrendered, exchanged or withheld to cover tax withholding obligations, the unissued awards will again be available for grant under the 2021 Omnibus Plan.

2 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

The table below presents information regarding equity-based compensation expense.

Three Months Ended March 31,

Three Months Ended

June 30, Six Months Ended

(dollars in thousands) 2025 2024 2025 2024

5 unchanged sentences

Fair value of RSUs settled in Class A Shares $ 1,102 $ 1,235 $ 68,417 $ 23,815

Fair value of RSUs withheld to satisfy tax withholding obligations $ 53,390 $ 17,435

Services Agreement

4 unchanged sentences

The second tranche of Incentive Units is expected to be issued in 2028, contingent upon achieving certain future targets outlined in the Services Agreement.

The estimated value of these additional Incentive Units, which assumes total commitments of $ 10.0 billion for the next vintage drawdown digital infrastructure product, was approximately $ 463.1 million as of March 31, 2025.

Incentive Units issued under this agreement will be fully vested upon issuance.

The Company is recognizing the total estimated expense related to the Services Agreement over the expected substantive service period, in a manner consistent with the recognition of such expenses if the payments were made in cash.

Such expenses are included within acquisition related in the table above and within general, administrative and other expenses in the Company’s consolidated statements of operations.

As of March 31, 2025, unamortized expense related to the Services Agreement was $ 721.1 million, with a remaining amortization period of three years .

Such expenses are included within the acquisition related line item in the table above and within general, administrative and other expenses in the Company’s consolidated statements of operations.

As of June 30, 2025, unamortized expense related to the Services Agreement was $ 658.8 million, with a remaining amortization period of 2.8 years.

The computation of the effective tax rate and provision at each interim period requires the use of certain estimates and significant judgment including, but not limited to, the expected operating income for the year, projections of the proportion of income that is subject to tax, permanent differences between the Company’s GAAP earnings and taxable income, and the likelihood of recovering deferred tax assets existing as of the balance sheet date.

8 unchanged sentences

Blue Owl Holdings is a partnership for U.S.

federal income tax purposes and a taxable entity for certain state and local taxes, such as New York City unincorporated business tax (“UBT”).

federal income tax purposes and a taxable entity for certain state and local taxes, such as the New York City unincorporated business tax (“UBT”).

The Company had an effective tax rate of 16.3 % and 14.0 % for the three and six months ended June 30, 2025, respectively, and 11.6 % for the three and six months ended June 30, 2024.

The effective tax rates differed from the statutory rate primarily due to the portion of income allocated to noncontrolling interests, nondeductible compensation and state and local taxes.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

The Company had an effective tax rate of 9.1 % for the three months ended March 31, 2025 and 11.7 % for the three months ended March 31, 2024.

The effective tax rates differed from the statutory rate primarily due to the portion of income allocated to noncontrolling interests, nondeductible compensation and state and local taxes.

June 30, 2025

The Company regularly evaluates the realizability of its deferred tax assets and may recognize or adjust any valuation allowance when it is more-likely-than-not that all or a portion of the deferred tax asset may not be realized.

As of March 31, 2025, the Company has not recorded any valuation allowances.

As of June 30, 2025, the Company has not recorded any valuation allowances.

The Company files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates.

7 unchanged sentences

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

EARNINGS PER SHARE

17 unchanged sentences

n/a The Company first applies the treasury stock method to determine the number of units that would have been issued, then applies the if-converted method to the resulting number of units

Oak Street Earnout Units (5)

n/a Contingently issuable share - The Company first applies the treasury stock method to determine the number of units that would have been issued, then applies the if-converted method to the resulting number of units

Prima Earnouts - portion payable in Common Units (3)

1 unchanged sentence

Compensation-classified Atalaya Earnouts (5)

n/a Contingently issuable shares - The Company first applies the treasury stock method to determine the number of units that would have been issued, then applies the if-converted method to the resulting number of units

Contingent consideration-classified Atalaya Earnouts (5)

1 unchanged sentence

Services Agreement-related Incentive Units (6)

IPI Subsequent Payment (7)

2 unchanged sentences

These RSUs do not participate in dividends until settled in Class A Shares.

These vested RSUs totaled 11,431,589 and 12,098,617 for the three months ended March 31, 2025 and 2024, respectively.

These vested RSUs totaled 11,972,391 and 11,703,483 for the three and six months ended June 30, 2025, respectively, and 12,082,140 and 12,090,379 for the three and six months ended June 30, 2024, respectively.

(2) The treasury stock method for warrants, which are carried at fair value, includes adjusting the numerator for changes in fair value impacting net income attributable to Blue Owl Capital Inc.

for the period.

(3) As of March 31, 2025, the Prima Triggering Event with respect to the Prima Earnouts had not occurred, and therefore the portion of such earnouts payable in Class A Shares have not been included in the calculation of basic earnings per share for the three months ended March 31, 2025.

Had March 31, 2025, also been the end of the contingency period for the Prima Earnouts, the Prima Triggering Event would have not occurred, and therefore the Prima Earnouts have not been included in the calculation of diluted earnings per share for the three months ended March 31, 2025.

(4) The if-converted method for these instruments includes adding back to the numerator any related income or loss allocations to noncontrolling interest, as well as any incremental tax expense or benefit had the instruments converted into Class A Shares as of the beginning of the period.

(3) As of June 30, 2025, the Prima Triggering Event (defined in Note 3 to the financial statements in our Annual Report) with respect to the Prima Earnouts had not occurred, and therefore the portion of such earnouts payable in Class A Shares have not been included in the calculation of basic earnings per share for the three and six months ended June 30, 2025.

Had June 30, 2025 also been the end of the contingency period for the Prima Earnouts, the Prima Triggering Event would have not occurred, and therefore the Prima Earnouts have not been included in the calculation of diluted earnings per share for the three and six months ended June 30, 2025.

(4) The if-converted method for these instruments includes adding back to the numerator any related income or loss allocations to noncontrolling interests, as well as any incremental tax expense or benefit had the instruments converted into Class A Shares as of the beginning of the period.

(5) As of June 30, 2025, the Atalaya Triggering Event (defined in Note 3 to the financial statements in our Annual Report) with respect to the Atalaya Earnouts had not occurred.

Had June 30, 2025 been the end of the contingency period for the Atalaya Earnouts, the Atalaya Triggering Event would have not occurred, and therefore the Atalaya Earnouts have not been included in the calculation of diluted earnings per share for the three and six months ended June 30, 2025.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

(5) The Second Oak Street Earnouts were settled as common units during the three months ended March 31, 2024.

(6) As of March 31, 2025, the Atalaya Triggering Event with respect to the Atalaya Earnouts had not occurred.

Had March 31, 2025, been the end of the contingency period for the Atalaya Earnouts, the Atalaya Triggering Event would have not occurred, and therefore the Atalaya Earnouts have not been included in the calculation of diluted earnings per share for the quarter ended March 31, 2025.

(7) As of March 31, 2025, the contingencies related to the Services Agreement payments have not yet been resolved.

Had March 31, 2025, also been the end of the contingency period, the contingencies related to the Services Agreement would not have yet been resolved, and therefore the Incentive Units issuable under the Services Agreement have not been included in the calculation of diluted earnings per share for the three months ended March 31, 2025.

(8) As of March 31, 2025, the contingencies related to the IPI Subsequent Payment have not been fully resolved.

Had March 31, 2025, also been the end of the contingency period, a portion related to the IPI Subsequent Payment would have been payable, and therefore such portion of the Common Units issuable under the IPI Subsequent Payment has been included in the calculation of diluted earnings per share for the three months ended March 31, 2025.

Three Months Ended March 31, 2025 Net Income

June 30, 2025

(6) As of June 30, 2025, the contingencies related to the Services Agreement payments have not yet been resolved.

Had June 30, 2025 also been the end of the contingency period, the contingencies related to the Services Agreement would not have yet been resolved, and therefore the Incentive Units issuable under the Services Agreement have not been included in the calculation of diluted earnings per share for the three and six months ended June 30, 2025.

(7) As of June 30, 2025, the contingencies related to the IPI Subsequent Payment have been resolved, as the related Common Units were issued during the three months ended June 30, 2025, and therefore the Common Units related to the IPI Subsequent Payment have been included in the calculation of diluted earnings per share as of the beginning of the period in which the conditions were satisfied (i.e., the second quarter of 2025).

Three Months Ended June 30, 2025 Net Income

Attributable to

8 unchanged sentences

Unvested Incentive Units — — 22,500,154

Prima Earnouts — — —

IPI Subsequent Payment ( 4,800 ) 564,979 —

Diluted $ 12,626 656,056,036 $ 0.02

Three Months Ended March 31, 2024 Net Income Attributable to

Six Months Ended June 30, 2025 Net Income

Attributable to

Class A Shares Weighted-Average Class A Shares Outstanding Earnings Per

4 unchanged sentences

Unvested RSUs — 7,728,855 —

Vested Common Units — — 917,526,819

Vested Incentive Units — — 8,416,456

Unvested Incentive Units — — 21,717,612

IPI Subsequent Payment ( 10,496 ) 1,775,764 —

Diluted $ 14,360 647,340,111 $ 0.02

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Three Months Ended June 30, 2024 Net Income Attributable to

Class A Shares Weighted-Average Class A Shares Outstanding Earnings Per

Class A Share Weighted-Average Number of Antidilutive Instruments

(dollars in thousands, except per share amounts)

Basic $ 33,945 530,100,825 $ 0.06

Effect of dilutive securities:

Unvested RSUs — 9,291,978 —

Warrants — — 5,000,000

3 unchanged sentences

Diluted $ 33,945 539,392,803 $ 0.06

Six Months Ended June 30, 2024 Net Income Attributable to

Class A Shares Weighted-Average Class A Shares Outstanding Earnings Per

Class A Share Weighted-Average Number of Antidilutive Instruments

(dollars in thousands, except per share amounts)

Basic $ 59,036 509,268,023 $ 0.12

Effect of dilutive securities:

Unvested RSUs — 8,988,697 —

Warrants ( 4,014 ) 1,773,918 —

Vested Common Units — — 933,113,759

Vested Incentive Units — — 8,659,286

Unvested Incentive Units — — 25,201,657

Diluted $ 55,022 520,030,638 $ 0.11

RELATED PARTY TRANSACTIONS

2 unchanged sentences

These amounts are included within due from related parties in the Company’s consolidated statements of financial condition.

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

(dollars in thousands) March 31,

(dollars in thousands) June 30,

2025 December 31,

4 unchanged sentences

Due from Related Parties $ 622,347 $ 548,730

Blue Owl Capital Inc.

Notes to Consolidated Financial Statements (Unaudited)

June 30, 2025

Administrative Fees

Administrative fees represent allocable compensation and other expenses incurred by the Company, pursuant to administrative and other agreements, that are reimbursed by the products it manages and other related parties.

These administrative fees are included within administrative, transaction and other fees on the consolidated statements of operations and totaled $ 30.4 million and $ 24.0 million for the three months ended March 31, 2025 and 2024, respectively.

These administrative fees are included within administrative, transaction and other fees on the consolidated statements of operations and totaled $ 27.7 million and $ 58.1 million for the three and six months ended June 30, 2025, respectively, and $ 23.9 million and $ 47.9 million for the three and six months ended June 30, 2024, respectively.

Dealer Manager Revenues

Dealer manager revenues represent commissions earned from certain of the Company’s products for distribution services provided.

These dealer manager revenues are included within administrative, transaction and other fees on the consolidated statements of operations and totaled $ 26.8 million and $ 16.7 million for the three months ended March 31, 2025 and 2024, respectively.

These dealer manager revenues are included within administrative, transaction and other fees on the consolidated statements of operations and totaled $ 28.7 million and $ 55.5 million for the three and six months ended June 30, 2025, respectively, and $ 20.2 million and $ 36.9 million for the three and six months ended June 30, 2024, respectively.

Substantially all of these dealer manager revenues are subsequently paid out to third party broker-dealers, and such payments are recorded within general, administrative and other expenses on the consolidated statements of operations.

3 unchanged sentences

In certain cases, the Company is able to recover these expenses once certain profitability, cash flow or fundraising thresholds are met.

The Company recorded net expenses (recoveries) related to these arrangements of $( 1.9 ) million and $( 1.8 ) million for the three months ended March 31, 2025 and 2024, respectively.

The Company recorded net expenses (recoveries) related to these arrangements of $ 2.7 million and $ 0.8 million for the three and six months ended June 30, 2025, respectively, and $( 6.0 ) million and $( 7.8 ) million for the three and six months ended June 30, 2024, respectively.

These net expenses (recoveries) are included in general, administrative and other expenses within the consolidated statements of operations.

4 unchanged sentences

Personal use of the aircraft is not charged to the Company.

The Company recorded expenses for these aircraft reimbursements of $ 1.1 million and $ 0.9 million for the three months ended March 31, 2025 and 2024, respectively.

The Company recorded expenses for these aircraft reimbursements of $ 1.3 million and $ 2.4 million for the three and six months ended June 30, 2025, respectively, and $ 0.8 million and $ 1.7 million for the three and six months ended June 30, 2024, respectively.

Promissory Notes

3 unchanged sentences

The promissory note bore interest at a rate of SOFR plus 1.55 %, subject to change based on credit rating and leverage ratio.

As of March 31, 2024, $ 200.0 million was outstanding under this promissory note and the Company recorded $ 3.6 million of interest income for the three months ended March 31, 2024.

As of June 30, 2024, this promissory note was fully repaid, and the Company recorded $ 1.9 million and $ 5.4 million of interest income for the three and six months ended June 30, 2024, respectively.

Interest was payable monthly in arrears and settled in cash or equity in the related product.

1 unchanged sentence

Notes to Consolidated Financial Statements (Unaudited)

March 31, 2025

June 30, 2025

On November 15, 2022, the Company entered into an interest-bearing revolving promissory note with a product it manages, allowing the product to borrow from the Company up to an aggregate of $ 15.0 million.

1 unchanged sentence

Any unpaid principal balance and unpaid accrued interest may be prepaid in full or in part any time prior to maturity in January 2026.

As of March 31, 2025, $ 7.5 million was outstanding under this promissory note and the Company recorded $ 0.2 million of interest income for the three months ended March 31, 2025.

As of March 31, 2024, $ 7.5 million was outstanding under this promissory note and the Company recorded $ 0.2 million of interest income for the three months ended March 31, 2024.

As of June 30, 2025, $ 7.5 million was outstanding under this promissory note and the Company recorded $ 0.2 million and $ 0.3 million of interest income for the three and six months ended June 30, 2025, respectively.

As of June 30, 2024, $ 7.5 million was outstanding under this promissory note and the Company recorded $ 0.2 million and $ 0.4 million of interest income for the three and six months ended June 30, 2024, respectively.

Investment Sale with Deferred Purchase Price

2 unchanged sentences

As a result of the sale and discount on the receivable, the Company recognized a loss of $ 4.9 million for the year ended December 31, 2024.

As of March 31, 2025, $ 41.1 million was outstanding under this deferred purchase price receivable, and the Company recorded $ 0.5 million of interest income for the three months ended March 31, 2025.

As of June 30, 2025,$ 41.6 million was outstanding under this deferred purchase price receivable, and the Company recorded $ 0.5 million and $ 1.0 million of interest income for the three and six months ended June 30, 2025, respectively.

SUBSEQUENT EVENTS

On May 1, 2025, the Company announced a cash dividend of $ 0.225 per Class A Share.

The dividend is payable on May 28, 2025, to holders of record as of the close of business on May 14, 2025.

On July 31, 2025, the Company announced a cash dividend of $ 0.225 per Class A Share.

The dividend is payable on August 28, 2025, to holders of record as of the close of business on August 14, 2025.

Tax Law Change

On July 4, 2025, the United States enacted “An Act to Provide for Reconciliation Pursuant to Title II of H.

14,” (the "Act"), also known as the "One Big Beautiful Bill," which includes significant amendments to the Internal Revenue Code.

The Company is currently evaluating the potential impact of this legislation on its consolidated financial statements, and the full effect on the Company's tax assets and liabilities is not yet known.

Any material effects will be reflected in the third quarter, as the Act was enacted following the end of the second quarter.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information