What changed in this filing

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Item 2. Management’s Discussion and Analysis

2025-11-03 compared with 2025-08-01 · 145 added, 148 removed, 665 unchanged (31% of the section changed)

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For a description of our business, please see “Item 1.

Business” in the Annual Report.

Business” in our Annual Report.

The following discussion contains forward-looking statements and involves numerous risks and uncertainties, including, but not limited to, those described in “Part II Other Information - Item 1A.

Risk Factors.”

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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Liquid Credit

All amounts shown as of June 30, 2025, totals may not sum due to rounding.

As of June 30, 2025, our AUM was $284.1 billion, which included $177.5 billion of FPAUM.

As of June 30, 2025, we had $28.6 billion in AUM not yet paying fees, providing $379 million of annualized management fees once deployed.

All amounts shown as of September 30, 2025, totals may not sum due to rounding.

As of September 30, 2025, our AUM was $295.6 billion, which included $183.8 billion of FPAUM.

As of September 30, 2025, we had $28.4 billion in AUM not yet paying fees, providing approximately $361 million of annualized management fees once deployed.

See “—Assets Under Management” for additional information, including important information on how we define these metrics.

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Our business is impacted by conditions in the financial markets and economic conditions in the United States, and to a lesser extent, globally.

During the second quarter of 2025, global equity and debt markets experienced significant volatility driven by the announcement of tariffs, which impacted investor expectations regarding economic growth and multi-national trade dynamics.

Our management-fee-centric business model and base of Permanent Capital supported the continued resiliency of our earnings and the strength of our business growth, much as we demonstrated in prior periods of enhanced uncertainty such as the COVID-19 pandemic and the subsequent spike in global inflation.

We believe that our products are well-suited for this type of market environment and should demonstrate the benefits of income generation, inflation protection and structural downside protection through periods of dislocation.

During the third quarter of 2025, global equity and debt markets were constructive as the S&P 500 reached another all-time high and credit spreads remained relatively tight.

The 10-year Treasury yield declined during the quarter to 4.15%, reflecting some slowing jobs growth data that factored into the Federal Reserve’s decision to cut the federal funds rate by 25 basis points in September 2025.

We continued to see strong growth across our platform, measured across earnings, ongoing fundraising, and new capital deployment.

Blue Owl has now reported 18 consecutive quarters of management fee and fee-related earnings growth, reflecting growth in each quarter since we became a public company.

Over the past twelve months, approximately 85% and 86% of our GAAP and FRE management fees, respectively, were generated by Permanent Capital and the remainder was predominantly from long-dated capital, with no meaningful pressure on our asset base from redemptions.

We had a record fundraising quarter, bringing in $13.9 billion of new capital commitments during the second quarter of 2025, resulting in $54.6 billion of total capital raised during the last twelve months.

Fundraising, capital deployment, and acquisitions contributed to management fee growth of over 30% over the last twelve months, compared with the prior corresponding period.

We ended the second quarter of 2025 with substantial available capital to deploy, reporting approximately $28.6 billion of AUM not yet paying fees.

During the second quarter of 2025, industry M&A and capital markets activity remained relatively lackluster, further shining a spotlight on the importance of scale and incumbency in generating deployment opportunities during more challenged market landscapes.

While the market volatility in April and subsequent pause of capital markets did not extend into the back half of the second quarter, we believe it pushed out further the return of significant M&A activity, extending pipelines across the industry.

Despite these dynamics, the second quarter of 2025 was moderately active for direct lending deployment, with $9.7 billion of originations, bringing our last twelve month gross deployment to $46.9 billion and net funded deployment to $13.5 billion.

Much like in direct lending, we saw cross-platform network effects benefiting our alternative credit and investment grade credit strategies, demonstrating the expanding role that private lenders are being asked to play in the broader credit markets.

In alternative credit, we renewed and upsized a forward flow agreement with a large consumer lending platform and upsized a transaction with a U.K.-based lender that funds both U.S.

small businesses.

In Real Assets, we held the first close for the seventh vintage of our net lease strategy, less than 15 months after the final close of the prior vintage.

Deployment opportunities in net lease, and across the Real Assets platform broadly, remain robust, as we believe the large capital needs in the data center space are creating an important risk-reward setup.

This includes the largest data center project in the U.S., which Real Assets is financing.

These strategies present a differentiated proposition – offering the ability to fund the leading edge of innovation, but to do so through products and structures that are designed to be income-oriented and downside protected for our investors.

We continue to see attractive deployment opportunities for our GP Strategic Capital products, putting capital to work in the second investment out of the latest flagship GP minority stakes vintage.

Capital needs across the private alternative asset management sector remain elevated, particularly in a more challenging fundraising and realization environment.

Our GP minority stakes strategy stands out in this environment due to its demonstrated ability to generate return of capital, or distributions paid in, to investors.

Over the past year, our GP Strategic Capital flagship funds have distributed more than $2.9 billion in a market where return of capital has been scarce, situating our funds within the top quartile on this important metric.

We raised $14.4 billion of new capital commitments during the third quarter of 2025, resulting in a record $57.0 billion of total capital raised over the last twelve months.

Fundraising, capital deployment, and acquisitions contributed to management fee growth of approximately 30% over the last twelve months, compared with the prior corresponding period.

We ended the third quarter of 2025 with substantial available capital to deploy, reporting approximately $28.4 billion of AUM not yet paying fees.

Generally accommodative markets during the third quarter resulted in higher levels of both announced and completed M&A activity in the U.S.

Over the last twelve months, Blue Owl’s direct lending strategy has seen gross deployment of $46.8 billion and net funded deployment of $12.1 billion, and in the third quarter of 2025 we experienced an increase in new direct lending origination activity and a pickup in pipeline activity.

The artificial intelligence economy remained at the forefront of investors’ minds during the third quarter, with hyperscalers continuing to commit to substantial investment in mission-critical infrastructure such as data centers.

In Blue Owl’s Real Assets platform, we continue to execute on a record pipeline of data center opportunities across our net lease and digital infrastructure strategies, with Blue Owl taking a leadership role on all three of the largest data center financings in the space.

More broadly across net lease, we continue to see a substantial deployment opportunity in areas such as logistics and manufacturing onshoring.

Across the alternatives industry, the consolidation trend continues to favor scale as market share accrues to the larger and more diversified managers who are raising the largest funds.

We continue to see attractive deployment opportunities for our GP Strategic Capital products, having committed approximately $5 billion of capital year-to-date out of the latest flagship GP minority stakes vintage.

We also completed our largest strip sales transactions to date, totaling over $2.5 billion during the third quarter.

In aggregate across the last twelve months, our GP Strategic Capital flagship products have distributed $4 billion to investors through these innovative transactions.

These transactions provide valuable liquidity for existing investors in these products, situating our products within the top quartile on distributions to paid in.

We are continuing to closely monitor developments related to the macroeconomic factors that have contributed to market volatility, and to assess the impact of these factors on financial markets and on our business.

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In addition, our calculation of AUM includes amounts that are fee exempt (i.e., not subject to fees).

As of June 30, 2025, assets under management related to us, our executives and other employees totaled approximately $5.4 billion (including $2.9 billion related to accrued carried interest).

As of September 30, 2025, assets under management related to us, our executives and other employees totaled approximately $6.1 billion (including $2.9 billion related to accrued carried interest).

A portion of these assets under management are not charged fees.

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Management uses AUM not yet paying fees as an indicator of management fees that will come online as we deploy existing assets in products that charge fees based on deployed and not uncalled capital, as well as AUM that is currently subject to a fee holiday that will expire in the future.

AUM not yet paying fees could provide $379 million of additional annualized management fees once deployed or upon the expiration of the relevant fee holidays.

All amounts shown as of June 30, 2025, totals may not sum due to rounding.

AUM not yet paying fees could provide approximately $361 million of additional annualized management fees once deployed or upon the expiration of the relevant fee holidays.

All amounts shown as of September 30, 2025, totals may not sum due to rounding.

Permanency and Duration of Assets Under Management

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Changes in AUM

Three Months Ended June 30, 2025 Three Months Ended June 30, 2024

Three Months Ended September 30, 2025 Three Months Ended September 30, 2024

(dollars in millions) Credit Real Assets GP Strategic Capital Total Credit Real Assets GP Strategic Capital Total

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Ending Balance $ 152,140 $ 74,682 $ 68,790 $ 295,612 $ 128,443 $ 44,113 $ 62,027 $ 234,583

Six Months Ended June 30, 2025 Six Months Ended June 30, 2024

Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024

(dollars in millions) Credit Real Assets GP Strategic Capital Total Credit Real Assets GP Strategic Capital Total

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Ending Balance $ 152,140 $ 74,682 $ 68,790 $ 295,612 $ 128,443 $ 44,113 $ 62,027 $ 234,583

The increase in AUM for the six months ended June 30, 2025 was driven by the following:

• $7.2 billion new capital raised in direct lending products, primarily driven by continued private wealth fundraising in OCIC and OTIC, $1.0 billion in alternative credit products, $0.8 billion in strategic equity products and $0.4 billion in liquid credit products.

The increase in AUM for the nine months ended September 30, 2025 was driven by the following:

• $15.4 billion of new capital raised, primarily driven by $10.1 billion in direct lending products reflecting continued private wealth fundraising in OCIC and OTIC, $1.9 billion in alternative credit products and $1.5 billion in investment grade credit products.

• $6.8 billion of additional net debt commitments, primarily in direct lending, as we continue to opportunistically manage leverage in our BDCs.

• $5.9 billion offsetting decrease in distributions, which primarily relates to distributions paid from our BDCs, alternative credit products and CLOs.

• $9.2 billion of distributions, which primarily relates to distributions paid from our BDCs, CLOs and alternative credit products.

Redemptions and repurchases from these products were not material.

• $3.4 billion of overall appreciation across the platform, primarily in direct lending.

The increase in AUM for the six months ended June 30, 2025 was driven by $14.2 billion of products added in connection with the IPI Acquisition, as well as new capital raised of $8.0 billion across various products, primarily in our seventh flagship net lease product, Blue Owl Real Estate Net Lease Trust (“ORENT”), our net lease REIT, and Blue Owl Digital Infrastructure Fund III (“ODI III”), our digital infrastructure drawdown product, as well as additional fundraising in other recently launched products.

The increase in AUM for the nine months ended September 30, 2025 was driven by $14.2 billion added in connection with the IPI Acquisition, as well as new capital raised of $10.9 billion across various products, primarily in our seventh vintage net lease product, Blue Owl Real Estate Net Lease Trust (“ORENT”), our net lease REIT, and Blue Owl Digital Infrastructure Fund III (“ODI III”), our third vintage digital infrastructure drawdown product.

GP Strategic Capital.

The increase in AUM for the six months ended June 30, 2025 was driven by new capital raised of $1.0 billion, primarily in our sixth flagship minority equity stakes product and overall appreciation primarily in our GP minority stakes strategy of $1.0 billion, partially offset by distributions of $0.9 billion, primarily in our GP minority stakes strategy.

The increase in AUM for the nine months ended September 30, 2025 was driven by new capital raised of $3.7 billion primarily in our GP minority stakes strategy, including new vehicles that recently acquired assets from a prior vintage product, and our sixth vintage product, as well as overall appreciation of $1.5 billion, partially offset by distributions of $2.5 billion, primarily in our GP minority stakes strategy.

Changes in FPAUM

Three Months Ended June 30, 2025 Three Months Ended June 30, 2024

Three Months Ended September 30, 2025 Three Months Ended September 30, 2024

(dollars in millions) Credit Real Assets GP Strategic Capital Total Credit Real Assets GP Strategic Capital Total

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New capital raised / deployed 5,494 2,708 2,801 11,003 3,500 1,425 2,420 7,345

Fee basis step down (60) (1,029) — (1,089) — — — —

Distributions (2,904) (987) (968) (4,859) (1,621) (824) (98) (2,543)

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Ending Balance $ 97,277 $ 46,323 $ 40,243 $ 183,843 $ 89,301 $ 29,765 $ 35,116 $ 154,182

Six Months Ended June 30, 2025 Six Months Ended June 30, 2024

Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024

(dollars in millions) Credit Real Assets GP Strategic Capital Total Credit Real Assets GP Strategic Capital Total

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New capital raised / deployed 11,528 6,568 4,012 22,108 11,350 3,283 4,133 18,766

Fee basis step down (60) (1,029) — (1,089) — — — —

Distributions (7,657) (2,320) (1,203) (11,180) (4,325) (1,292) (98) (5,715)

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Ending Balance $ 97,277 $ 46,323 $ 40,243 $ 183,843 $ 89,301 $ 29,765 $ 35,116 $ 154,182

The increase in FPAUM for the six months ended June 30, 2025 was driven by the following:

• $4.5 billion new capital raised in direct lending products, primarily driven by continued private wealth fundraising in OCIC, $0.8 billion in strategic equity products, $0.5 billion in alternative credit products and $0.4 billion in liquid credit products.

• $4.8 billion offsetting decrease in distributions, which primarily relate to dividends paid from our BDCs and CLOs.

The increase in FPAUM for the nine months ended September 30, 2025 was driven by the following:

• $11.5 billion of new capital raised, primarily driven by $7.8 billion new capital raised in direct lending products reflecting continued private wealth fundraising in OCIC and $2.0 billion in alternative credit products.

• $7.7 billion of distributions, which primarily relate to distributions paid from our BDCs, CLOs and investment grade credit products.

Redemptions and repurchases from these products were not material.

• $2.5 billion of overall appreciation across the platform, primarily in direct lending.

The increase in FPAUM for the six months ended June 30, 2025 was driven by the $10.7 billion of products added in connection with the IPI Acquisition, as well as capital raised and deployed of $3.9 billion, primarily in ORENT and ODI III.

The increase in FPAUM for the nine months ended September 30, 2025 was driven by the $10.7 billion added in connection with the IPI Acquisition, as well as capital raised and deployed of $6.6 billion, primarily in ORENT and ODI III.

GP Strategic Capital.

The increase in FPAUM for the six months ended June 30, 2025 was driven by new capital raised of $1.2 billion, primarily in our sixth flagship minority equity stakes product.

The increase in FPAUM for the nine months ended September 30, 2025 was driven by new capital raised of $4.0 billion primarily in our GP minority stakes strategy, including new vehicles that recently acquired assets from a prior vintage product, and our sixth vintage product.

Product Performance

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(2) Information presented in the Invested Capital through IRR columns for these vehicles is presented on a quarter lag.

(3) Invested capital includes investments by the general partner, capital calls, dividends reinvested, recallable capital which has been reinvested and periodic investor closes, as applicable.

(3) Invested capital includes investments by the general partner, capital calls, dividends reinvested, recallable and recycled capital which has been reinvested, and periodic investor closes, as applicable.

(4) Realized proceeds represent the sum of all cash distributions to investors.

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Prima’s, KAM’s, Atalaya’s and IPI’s results of operations are included from June 6, 2024, July 1, 2024, September 30, 2024, and January 3, 2025, respectively.

Three Months Ended June 30, 2025, Compared to the Three Months Ended June 30, 2024

Three Months Ended June 30,

Three Months Ended September 30, 2025, Compared to the Three Months Ended September 30, 2024

Three Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Total Expenses 615,314 461,110 154,204

Net gains (losses) on investments (2,420) 2,624 (5,044)

Net gains on investments 9,736 3,748 5,988

Interest and dividend income 11,645 12,213 (568)

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• Credit increased $76.4 million, including an increase in Part I Fees o f $10.9 million, primarily due to continued fundraising and deployment of capital within new and existing direct lending products.

Also contributing to the increase were management fees of $19.3 million from alternative credit products as a result of the Atalaya Acquisition that closed in the third quarter of 2024, as well as management fees of $16.2 million from investment grade credit products as a result of the KAM Acquisition that closed in the third quarter of 2024.

Additionally, management fees from alternative credit products increased $19.1 million, primarily due to the Atalaya Acquisition closing near the end of the third quarter of 2024.

• Real Assets increased $42.1 million, primarily due to management fees of $30.4 million related to digital infrastructure products as a result of the IPI Acquisition that closed at the start of the first quarter of 2025.

Management fees from digital infrastructure included $15.7 million of catch-up fees, substantially all of which were paid as contingent consideration to the sellers of the IPI business.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT and Blue Owl Real Estate Fund VI (“OREF VI”).

• GP Strategic Capital increased $14.7 million , primarily driven by fundraising in our sixth flagship minority equity stakes product.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT.

• GP Strategic Capital increased $3.8 million , primarily driven by fundraising in our sixth vintage GP minority stakes product, partially offset by a fee step down from a prior vintage GP minority stakes product.

Administrative, Transaction and Other Fees .

The decrease in administrative, transaction and other fees was driven primarily by the following:

• $23.2 million decrease in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

• $9.5 million increase in administrative fees, primarily due to a higher level of compensation expenses reimbursable from our products due to the growth in our products and business overall.

The increase in administrative, transaction and other fees was driven primarily by the following:

• $9.5 million increase in dealer manager revenues, primarily due to growth in the distribution of OCIC and ORENT.

• $3.9 million decrease in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

Compensation and Benefits.

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• $35.2 million increase, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

• $35.1 million increase in amortization related to recurring annual equity grants, driven by additional grants made during the fourth quarter of 2024 in connection with year-end bonus compensation.

• $17.1 million increase in amortization related to acquisition-related equity compensation, primarily due to the Atalaya Earnouts, as the Atalaya Acquisition closed in the third quarter of 2024.

• $21.7 million increase in amortization primarily related to recurring annual equity grants, driven by additional grants made during the fourth quarter of 2024 in connection with year-end bonus compensation.

• $13.4 million increase in amortization related to acquisition-related equity compensation, primarily due to the Atalaya Earnouts (as defined in Note 3 to the financial statements in our Annual Report), as the Atalaya Acquisition closed near the end of the third quarter of 2024.

Amortization of Intangible Assets.

Amortization of intangible assets increased $32.7 million, primarily due to intangible assets acquired in connection with the IPI Acquisition, KAM Acquisition, Atalaya Acquisition and Prima Acquisition.

Amortization of intangible assets increased $24.0 million, primarily due to intangible assets acquired in connection with the IPI Acquisition and Atalaya Acquisition.

General, Administrative and Other Expenses .

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See Note 10 to our Financial Statements for additional details on the Services Agreement.

• $8.6 million increase related to expense support, primarily related to recoveries related to a Credit product during the second quarter of 2024 versus expense support expenses for a Credit product during the second quarter of 2025.

• $43.2 million offsetting decrease in Transaction Expenses (as defined below), primarily due to lower costs incurred in the current-year period, compared to costs incurred in the prior-year period related to the KAM Acquisition and Atalaya Acquisition.

• $10.0 million increase in dealer manager expenses, primarily due to growth in the distribution of OCIC and ORENT.

• $21.0 million increase in other operating expenses across various categories that were individually immaterial, primarily in office-related and other expenses driven by our continued growth.

• $5.3 million increase related to expense support for certain products that we manage.

• $27.5 million increase in other operating expenses across various categories that were individually immaterial, primarily in occupancy and other office-related costs, driven by our continued growth.

Interest Expense .

The increase in interest expense was driven by higher average debt outstanding, reflecting a higher average balance on our Revolving Credit Facility (as defined in Note 7 to our Financial Statements) and the issuance of the 6.250% Senior Notes due 2034 (the “2034 Notes”) in June 2024.

The increase in interest expense was primarily driven by higher average debt outstanding, reflecting a higher average balance on our Revolving Credit Facility (as defined in Note 7 to our Financial Statements).

Change in Earnout Liability .

The change in the earnout liability for the current year period was primarily driven by the IPI Earnouts (as defined in Note 3 to our Financial Statements), as an increase in our share price drove an increase in the value of Common Units (as defined in Note 1 to our Financial Statements) delivered to sellers during the second quarter of 2025.

The change in the earnout liability for the current year period was primarily driven by the change in fair value of the KAM Earnouts (as defined in Note 3 to the financial statements in our Annual Report).

Income Tax Expense

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Net Income Attributable To Noncontrolling Interests

Net income attributable to noncontrolling interests primarily represents the allocation to Common Units of their pro rata share of the Blue Owl Operating Group’s net income due to the drivers discussed above.

The Common Units represent an approximately 58% and 66% weighted average economic interest in the Blue Owl Operating Group for the three months ended June 30, 2025 and 2024, respectively.

Net income attributable to noncontrolling interests primarily represents the allocation to Common Units (as defined in Note 1 to our Financial Statements) of their pro rata share of the Blue Owl Operating Group’s net income due to the drivers discussed above.

The Common Units represent an approximately 58% and 61% weighted average economic interest in the Blue Owl Operating Group for the three months ended September 30, 2025 and 2024, respectively.

The year-over-year decline in the Common Units’ interest in the Blue Owl Operating Group was driven by exchanges of Common Units for Class A Shares.

Six Months Ended June 30, 2025, Compared to the Six Months Ended June 30, 2024

Six Months Ended June 30,

Nine Months Ended September 30, 2025, Compared to the Nine Months Ended September 30, 2024

Nine Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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• Credit increased $239.7 million, including an increase in Part I Fees of $33.4 million , primarily due to continued fundraising and deployment of capital within new and existing direct lending products.

Also contributing to the increase were management fees of $40.5 million from alternative credit products as a result of the Atalaya Acquisition that closed in the third quarter of 2024, as well as management fees of $32.9 million from investment grade credit products as a result of the KAM Acquisition that closed in the third quarter of 2024.

Additionally, management fees from alternative credit products increased $59.6 million , primarily due to the Atalaya Acquisition closing near the end of the third quarter of 2024, as well as an increase in management fees of $37.2 million from investment grade credit products, primarily as a result of the KAM Acquisition closing in July 2024.

• Real Assets increased $173.5 million, primarily due to management fees of $130.9 million related to digital infrastructure products as a result of the IPI Acquisition that closed at the start of the first quarter of 2025.

Management fees from digital infrastructure included $35.1 million of catch-up fees, substantially all of which were paid as contingent consideration to the sellers of the IPI business.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT and OREF VI.

• GP Strategic Capital increased $19.3 million, primarily driven by fundraising in our sixth flagship minority equity stakes product.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT.

• GP Strategic Capital increased $23.1 million, primarily driven by fundraising in our sixth vintage GP minority stakes product, partially offset by a fee step down from a prior vintage GP minority stakes product.

Administrative, Transaction and Other Fees .

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• $140.9 million increase, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

• $63.5 million increase in amortization related to recurring annual equity grants, driven by additional grants made during the fourth quarter of 2024 in connection with year-end bonus compensation.

• $84.6 million increase in amortization primarily related to recurring annual equity grants, driven by additional grants made during the fourth quarter of 2024 in connection with year-end bonus compensation.

• $45.2 million increase in amortization related to acquisition-related equity compensation, primarily due to the Atalaya Earnouts, as the Atalaya Acquisition closed in the third quarter of 2024.

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Amortization of Intangible Assets.

Amortization of intangible assets increased $66.0 million, primarily due to intangible assets acquired in connection with the IPI Acquisition, KAM Acquisition, Atalaya Acquisition and Prima Acquisition.

Amortization of intangible assets increased $90.0 million, primarily due to intangible assets acquired in connection with the IPI Acquisition, Atalaya Acquisition, KAM Acquisition and Prima Acquisition.

General, Administrative and Other Expenses .

General, administrative and other expenses increased, primarily driven by the following:

• $118.4 million increase related to the Services Agreement (as defined in Note 1 to our Financial Statements), which was entered into in January 2025.

• $178.8 million increase related to the Services Agreement, which was entered into in January 2025.

See Note 10 to our Financial Statements for additional details on the Services Agreement.

• $28.5 million offsetting decrease in Transaction Expenses, as costs incurred related to the IPI Acquisition and BDC-related corporate actions in the current-year period were lower than the costs incurred related to the KAM Acquisition, Atalaya Acquisition and Prima Acquisition in the prior-year period.

• $27.8 million increase related to dealer manager expenses, primarily due to growth in the distribution of OCIC and ORENT.

• $14.7 million increase in Transaction Expenses, primarily due to higher costs incurred in the current-year period related to the IPI Acquisition and BDC-related corporate actions, compared to costs incurred in the prior-year period related to the KAM Acquisition and Prima Acquisition.

• $13.8 million increase related to expense support for certain products that we manage.

• $48.5 million increase in other operating expenses across various categories that were individually immaterial, driven by our continued growth.

Net gains (losses) on investments .

The change in net gains (losses) on investments for the current year period was driven by the change in fair value of the preferred equity investment made in April 2024 in Kuvare UK Holdings.

• $76.7 million increase in other operating expenses across various categories that were individually immaterial, primarily in occupancy and other office-related costs, driven by our continued growth.

Interest Expense .

The increase in interest expense was driven by higher average debt outstanding, reflecting the issuance of the 2034 Notes in April 2024 and June 2024, and a higher average balance on our Revolving Credit Facility.

Change in Earnout Liability .

The change in the earnout liability for the current year period was primarily driven by the IPI Earnouts, as an increase in our share price drove an increase in the value of Common Units delivered to sellers during the second quarter of 2025.

The increase in interest expense was driven by higher average debt outstanding, reflecting the issuance of the 6.250% Senior Notes due 2034 (the “2034 Notes”) in April 2024 and June 2024, and a higher average balance on our Revolving Credit Facility.

Change in TRA Liability.

The change in the TRA liability for the current year period was driven by the passage of time.

The change in the TRA liability for the prior period was driven by a higher discount rate.

Change in Warrant Liability .

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Net Income Attributable To Noncontrolling Interests

The Common Units represented an approximately 59% and 65% weighted average economic interest in the Blue Owl Operating Group for the six months ended June 30, 2025 and 2024, respectively.

The Common Units represented an approximately 59% and 64% weighted average economic interest in the Blue Owl Operating Group for the nine months ended September 30, 2025 and 2024, respectively.

The year-over-year decline in the Common Units’ interest in the Blue Owl Operating Group was driven by exchanges of Common Units for Class A Shares.

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Management believes that FRE Margin can be useful as a supplemental performance measure used to make operating decisions and assess our core operating results.

Three Months Ended June 30, 2025, Compared to the Three Months Ended June 30, 2024

Three Months Ended September 30, 2025, Compared to the Three Months Ended September 30, 2024

Fee-Related Earnings and Distributable Earnings Summary

Three Months Ended June 30,

Three Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Distributable Earnings $ 341,002 $ 301,007 $ 39,995

Fee-Related Earnings and Distributable Earnings for the three months ended June 30, 2025 increased as a result of higher FRE revenues in Credit, Real Assets and GP Strategic Capital, partially offset by higher FRE expenses, as further discussed below.

Three Months Ended June 30,

Fee-Related Earnings and Distributable Earnings for the three months ended September 30, 2025 increased as a result of higher FRE revenues in Credit, Real Assets and GP Strategic Capital, partially offset by higher FRE expenses, as further discussed below.

Three Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Management Fees, Net 91,840 49,705 42,135

91,093 42,209 48,884

Administrative, transaction and other fees 634 456 178

FRE performance revenues — — —

FRE Revenues - Real Assets Platform 92,474 50,161 42,313

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Total FRE Revenues $ 686,997 $ 568,327 $ 118,670

(1) Includes $5.3 million and $0.5 million of catch-up fees for the three months ended June 30, 2025 and 2024, respectively.

(2) Includes $1.5 million of catch-up fees for the three months ended June 30, 2025.

There were no catch-up fees for the three months ended June 30, 2024.

(3) Includes $0.4 million and $2.5 million of catch-up fees for the three months ended June 30, 2025 and 2024, respectively.

(1) Includes $2.2 million and $0.7 million of catch-up fees for the three months ended September 30, 2025 and 2024, respectively.

(2) Includes $0.5 million and $2.6 million of catch-up fees for the three months ended September 30, 2025 and 2024, respectively.

FRE Management Fees .

For the three months ended June 30, 2025, the increase in FRE management fees was primarily driven by the following:

• Credit increased $79.7 million, including an increase in Part I Fees of $8.3 million, primarily due to continued fundraising and deployment of capital within new and existing direct lending products.

For the three months ended September 30, 2025, the increase in FRE management fees was primarily driven by the following:

Additionally, management fees from alternative credit products increased $19.1 million, primarily due to the Atalaya Acquisition closing near the end of the third quarter of 2024.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT and OREF VI.

• GP Strategic Capital increased $15.1 million, primarily driven by fundraising in our sixth flagship minority equity stakes product.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT.

• GP Strategic Capital increased $3.7 million, primarily driven by fundraising in our sixth vintage GP minority stakes product, partially offset by a fee step down from a prior vintage GP minority stakes product.

FRE Administrative, Transaction and Other Fees .

For the three months ended June 30, 2025, the decrease in FRE administrative, transaction and other fees was driven primarily by a decrease of $23.2 million in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

Three Months Ended June 30,

For the three months ended September 30, 2025, the decrease in FRE administrative, transaction and other fees was driven primarily by a decrease of $3.9 million in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

Three Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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FRE Compensation and Benefits.

For the three months ended June 30, 2025, FRE compensation and benefits expenses increased, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

For the three months ended September 30, 2025, FRE compensation and benefits expenses increased, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

FRE General, Administrative and Other Expenses .

For the three months ended June 30, 2025, FRE general, administrative and other expenses increased, primarily driven by office-related and other expenses due to increased headcount and our continued growth.

Six Months Ended June 30, 2025, Compared to the Six Months Ended June 30, 2024

For the three months ended September 30, 2025, FRE general, administrative and other expenses increased, primarily driven by occupancy and other office-related costs, reflecting our increased headcount due to our continued growth.

Nine Months Ended September 30, 2025, Compared to the Nine Months Ended September 30, 2024

Fee-Related Earnings and Distributable Earnings Summary

Six Months Ended June 30,

Nine Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Distributable Earnings $ 926,532 $ 814,071 $ 112,461

Fee-Related Earnings and Distributable Earnings for the six months ended June 30, 2025 increased as a result of higher FRE revenues in Credit, Real Assets and GP Strategic Capital, partially offset by higher FRE expenses, as further discussed below.

Six Months Ended June 30,

Fee-Related Earnings and Distributable Earnings for the nine months ended September 30, 2025 increased as a result of higher FRE revenues in Credit, Real Assets and GP Strategic Capital, partially offset by higher FRE expenses, as further discussed below.

Nine Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Total FRE Revenues $ 1,953,239 $ 1,574,881 $ 378,358

(1) Includes $7.0 million and $0.5 million of catch-up fees for the six months ended June 30, 2025 and 2024, respectively.

(2) Includes $1.5 million of catch-up fees for the six months ended June 30, 2025.

There were no catch-up fees for the six months ended June 30, 2024.

(3) Includes $0.8 million and $2.5 million of catch-up fees for the six months ended June 30, 2025 and 2024, respectively.

(1) Includes $9.2 million and $1.2 million of catch-up fees for the nine months ended September 30, 2025 and 2024, respectively.

(2) Includes $1.5 million of catch-up fees for the nine months ended September 30, 2025.

There were no catch-up fees for the nine months ended September 30, 2024.

(3) Includes $1.3 million and $5.1 million of catch-up fees for the nine months ended September 30, 2025 and 2024, respectively.

FRE Management Fees .

For the six months ended June 30, 2025, the increase in FRE management fees was primarily driven by the following:

For the nine months ended September 30, 2025, the increase in FRE management fees was primarily driven by the following:

• Credit increased $239.7 million, including an increase in Part I Fees of $33.4 million, primarily due to continued fundraising and deployment of capital within new and existing direct lending products.

• Real Assets increased $139.8 million, primarily due to management fees of $97.2 million related to digital infrastructure products as a result of the IPI Acquisition that closed at the start of the first quarter of 2025.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT and OREF VI.

• GP Strategic Capital increased $20.2 million, primarily driven by fundraising in our sixth flagship minority equity stakes product.

Also contributing to the increase was continued fundraising and deployment of capital within new and existing Real Assets products, primarily ORENT.

• GP Strategic Capital increased $23.9 million, primarily driven by fundraising in our sixth vintage GP minority stakes product, partially offset by a fee step down from a prior vintage GP minority stakes product.

FRE Administrative, Transaction and Other Fees .

For the six months ended June 30, 2025, the decrease in FRE administrative, transaction and other fees was driven primarily by a decrease of $32.0 million in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

Six Months Ended June 30,

For the nine months ended September 30, 2025, the decrease in FRE administrative, transaction and other fees was driven primarily by a decrease of $35.8 million in fee income earned for services provided to portfolio companies, reflecting a decrease in the volume of transactions on which we earn such fees.

Nine Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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FRE Compensation and Benefits.

For the six months ended June 30, 2025, FRE compensation and benefits expenses increased, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

For the nine months ended September 30, 2025, FRE compensation and benefits expenses increased, driven by higher compensation to existing employees, as well as increased headcount due to our continued growth.

FRE General, Administrative and Other Expenses .

For the six months ended June 30, 2025, FRE general, administrative and other expenses increased, primarily driven by office-related and other expenses due to increased headcount and our continued growth.

For the nine months ended September 30, 2025, FRE general, administrative and other expenses increased, primarily driven by occupancy and other office-related costs, reflecting our increased headcount due to our continued growth.

Non-GAAP Reconciliations

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Please see “—Non-GAAP Analysis” for important information regarding these measures.

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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Distributable Earnings $ 341,002 $ 301,007 $ 926,532 $ 814,071

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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FRE Revenues $ 686,997 $ 568,327 $ 1,953,239 $ 1,574,881

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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FRE Compensation and Benefits $ 208,163 $ 171,916 $ 585,027 $ 458,784

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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FRE General, Administrative and Other Expenses $ 86,587 $ 59,188 $ 252,729 $ 177,232

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

Three Months Ended September 30, Nine Months Ended September 30,

(dollars in thousands) 2025 2024 2025 2024

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We may also rely on our Revolving Credit Facility for liquidity needed to fund acquisitions, which we may replace with longer-term financing, subject to market conditions.

We ended the second quarter of 2025 with $117.6 million of cash and cash equivalents and approximately $0.9 billion available under our Revolving Credit Facility.

We ended the third quarter of 2025 with $137.3 million of cash and cash equivalents and approximately $1.6 billion available under our Revolving Credit Facility.

Based on management’s experience and our current level of liquidity and assets under management, we believe that our current liquidity position and cash generated from management fees will continue to be sufficient to meet our anticipated working capital needs for at least the next 12 months.

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• Pay dividends to holders of our Class A Shares, as well as make corresponding distributions to holders of Common Units and Incentive Units (as defined in Note 1 to our Financial Statements) at the Blue Owl Operating Group level;

• Pay the KAM Earnouts;

• Fund debt and equity investment commitments to existing or future products.

Debt Obligations

As of June 30, 2025, our long-term debt obligations consisted of $59.8 million aggregate principal amount of 7.397% Senior Notes due 2028 (the “2028 Notes”), $700.0 million aggregate principal amount of 3.125% Senior Notes due 2031 (the “2031 Notes”), $400.0 million aggregate principal amount of 4.375% Senior Notes due 2032 (the “2032 Notes”), $1.0 billion aggregate principal amount of the 2034 Notes and $350.0 million aggregate principal amount of 4.125% Senior Notes due 2051 (the “2051 Notes” and, collectively with the 2028 Notes, the 2031 Notes, the 2032 Notes and the 2034 Notes, the “Notes”).

We also had $780.0 million outstanding under our Revolving Credit Facility as of June 30, 2025.

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

As of September 30, 2025, our long-term debt obligations consisted of $59.8 million aggregate principal amount of 7.397% Senior Notes due 2028 (the “2028 Notes”), $700.0 million aggregate principal amount of 3.125% Senior Notes due 2031 (the “2031 Notes”), $400.0 million aggregate principal amount of 4.375% Senior Notes due 2032 (the “2032 Notes”), $1.0 billion aggregate principal amount of the 2034 Notes and $350.0 million aggregate principal amount of 4.125% Senior Notes due 2051 (the “2051 Notes” and, collectively with the 2028 Notes, the 2031 Notes, the 2032 Notes and the 2034 Notes, the “Notes”).

We also had $770.0 million outstanding under our Revolving Credit Facility as of September 30, 2025, which was amended in August 2025, among other things, to increase the total borrowing capacity to $2.425 billion (subject to a potential increase to $3.0 billion upon the satisfaction of certain conditions) and to extend the maturity date to August 8, 2030.

Of the amount borrowed under the Revolving Credit Facility as of September 30, 2025, $430.0 million was repaid subsequent to quarter end.

The Third Amendment to the Amended and Restated Credit Agreement is included as Exhibit 10.1 to our Current Report on Form 8-K filed with the SEC on August 8, 2025, incorporated by reference in Exhibit 10.1 to this report.

We expect to use cash on hand to pay interest and principal due on our financing arrangements over time, which would reduce amounts available for dividends and distributions to our stockholders.

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As discussed in Note 8 to our Financial Statements, we made a payment under the TRA and may in the future be required to make additional payments.

As of June 30, 2025, assuming no material changes in the relevant tax law and that we generate sufficient taxable income to realize the full tax benefit of the increased amortization resulting from the increase in tax basis of certain Blue Owl Operating Group assets, we expect to pay approximately $1.7 billion under the TRA (such amount excludes the adjustment to fair value for the portion classified as contingent consideration).

As of September 30, 2025, assuming no material changes in the relevant tax law and that we generate sufficient taxable income to realize the full tax benefit of the increased amortization resulting from the increase in tax basis of certain Blue Owl Operating Group assets, we expect to pay approximately $1.7 billion under the TRA (such amount excludes the adjustment to fair value for the portion classified as contingent consideration).

Future cash savings and related payments under the TRA in respect of subsequent exchanges of Common Units for Class A or B Shares would be in addition to these amounts.

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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.

We repurchased 114,228 Class A Shares under the 2025 Program during the three and six months ended June 30, 2025.

We repurchased 114,228 Class A Shares under the 2025 Program during the nine months ended September 30, 2025.

There were no repurchases made under the 2025 Program during the three months ended September 30, 2025.

Additionally, pursuant to the terms of our RSU agreements, upon the vesting of RSUs to employees, we may net settle awards to satisfy employee tax withholding obligations.

In such instances, we cancel a number of RSUs equivalent in value to the amount of tax withholding payments that we make on behalf of employees out of available cash.

During the three and six months ended June 30, 2025, 19,611 RSUs with a fair value of $0.4 million and 2,249,769 RSUs with a fair value of $53,782, respectively, were withheld to satisfy tax withholding obligations.

During the three and six months ended June 30, 2024, 31,669 RSUs with a fair value of $0.6 million and 1,000,818 RSUs with a fair value of $18.1 million, respectively, were withheld to satisfy tax withholding obligations.

During the three and nine months ended September 30, 2025, 1,141,914 RSUs with a fair value of $22.4 million and 3,391,683 RSUs with a fair value of $76.2 million, respectively, were withheld to satisfy tax withholding obligations.

During the three and nine months ended September 30, 2024, 950,196 RSUs with a fair value of $16.8 million and 1,951,014 RSUs with a fair value of $34.9 million, respectively, were withheld to satisfy tax withholding obligations.

Earnout Liability

The KAM Earnouts and Wellfleet Earnouts (each defined in Note 3 to the financial statements in our Annual Report) are classified as liabilities in our consolidated statements of financial position and represent the fair value of the obligation to make future cash payments if the respective triggering events occur.

In April 2025, the final tranche of the Wellfleet Earnouts was settled in cash.

As we approach each triggering event, we generally would expect the respective liabilities to increase due to the passage of time and meeting certain revenue thresholds, which would result in mark-to-market losses being recognized in our consolidated statements of operations.

The KAM Earnouts (as defined in Note 3 to the financial statements in our Annual Report) are classified as liabilities in our consolidated statements of financial position and represent the fair value of the obligation to make future cash payments if the respective triggering events occur.

As we approach each triggering event with respect to the KAM Earnouts, we generally would expect the respective liabilities to increase due to the passage of time and meeting certain revenue thresholds, which would result in mark-to-market losses being recognized in our consolidated statements of operations.

To the extent we have insufficient cash on hand or that we opt to, we may rely on debt or equity financing to facilitate these transactions in the future.

For additional information on these earnout liabilities, see Note 1 and Note 3 to the Financial Statements in our Annual Report.

The Prima Earnouts and Atalaya Earnouts (each defined in Note 3 to the financial statements in our Annual Report) are payable in Class A Shares or Common Units.

The Prima Earnouts (as defined in Note 3 to the financial statements in our Annual Report) and Atalaya Earnouts are payable in Class A Shares or Common Units.

As we approach each triggering event, we generally would expect the respective liabilities to increase due to the passage of time and the achievement of certain revenue thresholds, which would result in mark-to-market losses being recognized in our consolidated statements of operations.

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Dividends and Distributions

Starting in 2023, we moved to a fixed quarterly dividend based on our expected annual Distributable Earnings for the current fiscal year, which will be reassessed on an annual basis.

For the second quarter of 2025, we declared a dividend of $0.225 to holders of record as of the close of business on August 14, 2025, which will be paid on August 28, 2025.

Starting in 2023, we moved to a fixed quarterly dividend based on our expected annual Distributable Earnings for a given year, which will be reassessed on an annual basis.

We set the target annual dividend for fiscal year 2025 at $0.90 per Class A Share (representing a fixed quarterly dividend of $0.225 per Class A Share), subject to the approval of the Board each quarter on or prior to each quarterly distribution date and in compliance with Delaware law, and such dividends are paid following the end of each quarter.

Accordingly, for the third quarter of 2025, we declared a dividend of $0.225 to holders of record as of the close of business on November 10, 2025, which will be paid on November 24, 2025.

We intend to increase our fixed dividend each year, in line with our expected growth in Distributable Earnings.

When setting our dividend, our Board considers Blue Owl’s share of Distributable Earnings, and makes adjustments as necessary or appropriate to provide for the conduct of our business;

When setting our dividend, our Board considers the expected amount of Distributable Earnings, and makes adjustments as necessary or appropriate to provide for the conduct of our business;

to make appropriate investments in our business and products, including funding of GP commitments and potential strategic transactions;

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Cash Flows Analysis

Six Months Ended June 30,

Nine Months Ended September 30,

(dollars in thousands) 2025 2024 $ Change

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Net cash flows from operating activities increased from the prior year period due to higher management fees, partially offset by higher operating expenses, in particular higher bonus payments made during the first quarter related to the prior year.

Included in the six months ended June 30, 2024 were the cash outflows of the portion of the Second Oak Street Earnout classified as contingent consideration in excess of the acquisition-date fair value that settled in January 2024;

Included in the nine months ended September 30, 2024 were the cash outflows of the portion of the Second Oak Street Earnout classified as contingent consideration in excess of the acquisition-date fair value that settled in January 2024;

the amount paid up to the acquisition-date fair value was included in financing activities and the remainder (i.e., accretion since the acquisition date) was included in operating activities.

Investing Activities.

Cash flows from investing activities for the six months ended June 30, 2025 were primarily related to cash consideration paid in connection with the IPI Acquisition, investments in our products and cash outflows for office space-related leasehold improvements.

Cash flows from investing activities for the nine months ended September 30, 2025 were primarily related to cash consideration paid in connection with the IPI Acquisition, investments in our products and cash outflows for office space-related leasehold improvements.

In addition, investment activities included inflows from redemptions from a product we manage.

Cash flows from investing activities for the six months ended June 30, 2024 were primarily related to a preferred equity investment in Kuvare UK Holdings, investments in our products and cash outflows for office space-related leasehold improvements.

Cash flows from investing activities for the nine months ended September 30, 2024 were primarily related to cash consideration paid in connection with the KAM Acquisition, Atalaya Acquisition, and Prima Acquisition, a preferred equity investment in Kuvare UK Holdings, investments in our products and cash outflows for office space-related leasehold improvements.

In addition, investment activities included inflows from repayments on our interest-bearing revolving promissory note receivable from a product we manage that was fully repaid.

Financing Activities.

Cash flows from financing activities for the six months ended June 30, 2025 were primarily related to borrowing and repayment activity under our Revolving Credit Facility, which borrowings were used, in part, to finance the IPI Acquisition.

In addition, we had distributions on our Common Units (noncontrolling interests), dividends on our Class A Shares, as well as amounts paid under the TRA.

Included in the six months ended June 30, 2025, was the cash portion of the IPI Subsequent Payment (as defined in Note 3 to our Financial Statements) that was settled in the second quarter of 2025, which amount represented catch-up fees earned from ODI III that were passed on to the IPI sellers.

Cash flows from financing activities for the six months ended June 30, 2024 were primarily related to the issuance of our 2034 Notes and borrowing and repayment activity under our Revolving Credit Facility, which borrowings were used to finance the Prima Acquisition that closed on June 6, 2024 and the KAM Acquisition that closed on July 1, 2024.

Cash flows from financing activities for the nine months ended September 30, 2025 were primarily related to borrowing and repayment activity under our Revolving Credit Facility, which borrowings were used, in part, to finance the IPI Acquisition.

In addition, we had distributions on our Common Units (noncontrolling interests), dividends on our Class A Shares, as well as withholdings on vested RSUs.

Included in the nine months ended September 30, 2025, was the cash portion of the IPI Subsequent Payment (as defined in Note 3 to our Financial Statements) that was settled in the second quarter of 2025, which amount represented catch-up fees earned from ODI III that were passed on to the IPI sellers.

Cash flows from financing activities for the nine months ended September 30, 2024 were primarily related to the issuance of our 2034 Notes and borrowing and repayment activity under our Revolving Credit Facility, which borrowings were used to finance the Prima Acquisition, the KAM Acquisition and the Atalaya Acquisition.

In addition, we had distributions on our Common Units (noncontrolling interests) and dividends on our Class A Shares.

Included in the six months ended June 30, 2024 was a portion of the cash outflows related to the Second Oak Street Earnout classified as contingent consideration that settled in January 2024, as discussed above, as well as amounts paid under the TRA.

Included in the nine months ended September 30, 2024 was a portion of the cash outflows related to the Second Oak Street Earnout classified as contingent consideration that settled in January 2024, as discussed above, as well as amounts paid under the TRA.

Critical Accounting Estimates

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The fair value of the investments held by our products in our Credit and Real Assets platforms is the primary input to the calculation for the majority of our management fees.

Management fees from our GP Strategic Capital and other Real Assets products are generally based on commitments or investment cost, so our management fees are generally not impacted by changes in the estimated fair values of investments held by these products.

Management fees from our other Real Assets and GP Strategic Capital products are generally based on commitments or investment cost, so our management fees are generally not impacted by changes in the estimated fair values of investments held by these products.

However, to the extent that management fees are calculated based on investment cost of the product’s investments, the amount of fees that we may charge will increase or decrease from the effect of changes in the cost basis of the product’s investments, including potential impairment losses.

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We generally undertake a qualitative review of factors that may indicate whether an impairment exists.

We take into account factors such as the adverse impacts to FPAUM and management fees and general economic conditions that require judgement in deciding whether a quantitative analysis should be undertaken.

We take into account factors such as the adverse impacts to FPAUM, management fees and general economic conditions that require judgment in deciding whether a quantitative analysis should be undertaken.

Our evaluation for indicators of impairment may not capture a potential impairment, which could result in an overstatement of the carrying values of goodwill and other intangible assets.

Our single reporting unit is not at risk of failing the quantitative impairment test.

We also estimate the useful lives of our finite-lived intangible assets for purposes of amortization.

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Upon the occurrence of certain events, such as a change in investment amount and modifications to organizational documents and investment management agreements of our products, we will reconsider our conclusion regarding the status of an entity as a VIE.

Our judgement when analyzing the status of an entity and whether we consolidate an entity could have a material impact on individual line items within our

Financial Statements, as a change in our conclusion would have the effect of grossing up the assets, liabilities, revenues and expenses of the entity being evaluated.

In light of the relatively insignificant direct and indirect investments into our products, the likelihood of a reasonable change in our estimation and judgement would likely not result in a change in our conclusions to consolidate or not consolidate any VIEs to which we have exposure.

Our judgment when analyzing the status of an entity and whether we consolidate an entity could have a material impact on individual line items within our Financial Statements, as a change in our conclusion would have the effect of grossing up the assets, liabilities, revenues and expenses of the entity being evaluated.

In light of the relatively insignificant direct and indirect investments into our products, the likelihood of a reasonable change in our estimation and judgment would likely not result in a change in our conclusions to consolidate or not consolidate any VIEs to which we have exposure.

Impact of Changes in Accounting on Recent and Future Trends

We believe that none of the changes to GAAP that went into effect during the six months ended June 30, 2025, or that have been issued but that we have not yet adopted, are expected to materially impact our future trends.

We believe that none of the changes to GAAP that went into effect during the nine months ended September 30, 2025, or that have been issued but that we have not yet adopted, are expected to materially impact our future trends.

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 2. Management’s Discussion and Analysis