Blue Owl Capital (OWL) Form 4 BLUE OWL CAPITAL / OLIVER PAUL WEISBERG ownership change

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Blue Pool Capital Ltd

(Last) (First) (Middle)

25/F HYSAN PLACE

500 HENNESSY ROAD, CAUSEWAY BAY

(Street)

HONG KONG K3

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
BLUE OWL CAPITAL INC. [ OWL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director	X	10% Owner
Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
07/21/2021

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

	Form filed by One Reporting Person
X	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A common stock, par value $0.0001 per share	07/21/2021		C		2,795,082	A	(1)	60,878,106(2)(3)	D(2)(3)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series E-1 common stock, par value $0.0001 per share	(1)	07/21/2021		C			2,795,082	(1)	(1)	Class A common stock	2,795,082	$0.00	0	D(3)

1. Name and Address of Reporting Person^*

Blue Pool Capital Ltd

(Last) (First) (Middle)

25/F HYSAN PLACE

500 HENNESSY ROAD, CAUSEWAY BAY

(Street)

HONG KONG K3

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

Blue Pool Management Ltd.

(Last) (First) (Middle)

25/F HYSAN PLACE

500 HENNESSY ROAD, CAUSEWAY BAY

(Street)

HONG KONG K3

(City) (State) (Zip)

1. Name and Address of Reporting Person^*

WEISBERG OLIVER PAUL

(Last) (First) (Middle)

25/F HYSAN PLACE

500 HENNESSY ROAD, CAUSEWAY BAY

(Street)

HONG KONG K3

(City) (State) (Zip)

Explanation of Responses:

1. The Series E-1 common stock automatically converted into Blue Owl Capital, Inc. Class A common stock on a 1-for-1 basis on July 21, 2021 as a result of the volume-weighted average share price of the Issuer's Class A common stock being $12.50 or above for 20 consecutive days.

2. This statement is being filed by the following Reporting Persons: Blue Pool Capital Limited, Blue Pool Management Ltd. and Oliver Paul Weisberg. The securities covered by this statement are directly owned by PSPE II Limited. Blue Pool Capital Limited, which is a wholly owned subsidiary of Blue Pool Management Ltd., is the investment manager of PSPE II Limited and has voting and dispositive power over securities directly and indirectly held by PSPE II Limited. Mr. Weisberg is the sole shareholder of Blue Pool Management Ltd. Mr. Weisberg is also a director of Blue Pool Management Ltd. and Blue Pool Capital Limited. Each of the Reporting Persons disclaims any beneficial ownership with respect to such securities, except to the extent of its respective pecuniary interest therein, if any.

3. This report shall not be an admission that any of the Reporting Persons is a beneficial owner of the securities held by PSPE II Limited, in each case for the purpose of Section 16 of the Exchange Act, or for any other purpose, except to the extent of their pecuniary interests therein, if any. Each of the Reporting Persons disclaims any beneficial ownership with respect to such securities, except to the extent of its respective pecuniary interest therein, if any.

Remarks:

	Blue Pool Management Ltd., By: /s/ Henry Li, Name: Henry Li, Title: Attorney-in-fact for each of Oliver Paul Weisberg and Henry Li, Directors of Blue Pool Management Ltd	07/23/2021
	Blue Pool Capital Limited, By: /s/ Henry Li, Name: Henry Li, Title: Partner and General Counsel	07/23/2021
	Oliver Paul Weisberg, By: /s/ Henry Li, Name: Henry Li, Title: Attorney-in-fact for Oliver Paul Weisberg	07/23/2021
	** Signature of Reporting Person	Date
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