Blue Owl Capital Annual Meeting: Directors, Auditors, Equity Plan on Tap
Ticker: OWL · Form: DEF 14A · Filed: Apr 26, 2024 · CIK: 1823945
Sentiment: neutral
Topics: proxy-statement, annual-meeting, governance, equity-incentive
Related Tickers: OWL
TL;DR
OWL's 2024 annual meeting is June 13th, virtual only. Vote on directors, KPMG audit, and equity plan.
AI Summary
Blue Owl Capital Inc. is holding its 2024 Annual Meeting of Stockholders virtually on June 13, 2024, at 9:30 a.m. Eastern Time. Key agenda items include the election of Class III Directors for three-year terms, the ratification of KPMG LLP as the independent auditor for fiscal year 2024, and the approval of the Amended and Restated Blue Owl Capital Inc. 2021 Equity Incentive Plan.
Why It Matters
This filing outlines critical decisions for Blue Owl Capital's governance and future operations, including director elections, auditor ratification, and equity incentive plan approval.
Risk Assessment
Risk Level: low — This is a standard annual proxy statement detailing routine corporate governance matters.
Key Numbers
- 2024 — Annual Meeting Year (The company is holding its annual meeting for this fiscal year.)
- 2027 — Director Term Expiration (Class III Directors elected will serve terms expiring in this year.)
Key Players & Entities
- Blue Owl Capital Inc. (company) — Registrant
- June 13, 2024 (date) — Annual Meeting Date
- KPMG LLP (company) — Independent Registered Public Accounting Firm
- 2021 Equity Incentive Plan (plan) — Approval Item
FAQ
When and where will the 2024 Annual Meeting of Stockholders be held?
The meeting will be held virtually on June 13, 2024, at 9:30 a.m. Eastern Time at www.virtualshareholdermeeting.com/OWL2024.
What are the main proposals to be voted on at the Annual Meeting?
The proposals include the election of Class III Directors, the ratification of KPMG LLP as the independent registered public accounting firm, and the approval of the Amended and Restated Blue Owl Capital Inc. 2021 Equity Incentive Plan.
What is the recommended vote for the director nominees?
The board of directors recommends a vote FOR the election of each of the director nominees.
Who is recommended to serve as Blue Owl Capital's independent registered public accounting firm for fiscal year 2024?
KPMG LLP is recommended for ratification as the independent registered public accounting firm for the 2024 fiscal year.
Can stockholders attend the Annual Meeting in person?
No, the Annual Meeting will be held in a virtual meeting format only, and stockholders will not be able to attend physically.
Filing Stats: 4,800 words · 19 min read · ~16 pages · Grade level 11.5 · Accepted 2024-04-26 16:23:52
Key Financial Figures
- $0.0001 — to the Class A common stock, par value $0.0001 per share, of the Registrant. Class B
Filing Documents
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SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 37 CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS 42 PROPOSAL 2: RATIFICATION OF SELECTION OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 50 PRINCIPAL ACCOUNTANT FEES AND SERVICES 51 AUDIT COMMITTEE REPORT 52 PROPOSAL 3: APPROVAL OF THE AMENDED AND RESTATED BLUE OWL CAPITAL INC. 2021 EQUITY INCENTIVE PLAN 53 STOCKHOLDER NOMINATIONS AND PROPOSALS FOR THE 2025 ANNUAL MEETING 61 ANNUAL REPORT AVAILABLE 62 HOUSEHOLDING OF PROXY MATERIALS 63 COST OF PROXY STATEMENT 64 OTHER MATTERS 65 ANNEX A — AMENDED AND RESTATED BLUE OWL CAPITAL INC. 2021 OMNIBUS EQUITY INCENTIVE PLAN 66 4 SELECTED DEFINITIONS Annual Report Refers to our annual report filed with the SEC on Form 10-K on February 23, 2024. our BDCs Refers to our business development companies, as regulated under the Investment Company Act of 1940, as amended: Blue Owl Capital Corporation (NYSE: OBDC), Blue Owl Capital Corporation II, Blue Owl Capital Corporation III (NYSE: OBDE), Blue Owl Technology Finance Corp., Blue Owl Technology Finance Corp. II, Blue Owl Credit Income Corp. and Blue Owl Technology Income Corp. Blue Owl, the Company, the firm, we, us, and our Refers to the Registrant and its consolidated subsidiaries. Blue Owl Carry Refers to Blue Owl Capital Carry LP. Blue Owl GP Refers collectively to Blue Owl Capital GP Holdings LLC and Blue Owl Capital GP LLC, which are directly or indirectly wholly owned subsidiaries of the Registrant that hold the Registrants interests in the Blue Owl Operating Partnerships. Blue Owl Holdings Refers to Blue Owl Capital Holdings LP. Blue Owl Operating Group Units Refers collectively to a unit in each of the Blue Owl Operating Partnerships. Blue Owl Operating Partnerships Refers collectively to Blue Owl Carry and Blue Owl Holdings. Business Combination Refers to the transactions contemplated by the business combination agreement dated as of December 23, 2020
Financial Statements Refers to our consolidated and combined financial statements included in our Annual Report
Financial Statements Refers to our consolidated and combined financial statements included in our Annual Report. GP Strategic Capital Refers to our GP Strategic Capital platform that primarily focuses on acquiring equity stakes in, and providing debt financing to, large, multi-product private equity and private credit firms through two existing investment strategies: GP minority stakes and GP debt financing, and also includes our professional sports minority stakes strategy. Neuberger Refers to Neuberger Berman Group LLC, a Delaware limited liability company. NYSE Refers to the New York Stock Exchange. Oak Street Refers to the investment advisory business of Blue Owl Real Estate Capital LLC (f/k/a Oak Street Real Estate Capital, LLC) that was acquired in the Oak Street Acquisition. 5 Oak Street Acquisition Refers to the acquisition of Oak Street completed on December 29, 2021. Our products Refers to the products that we manage, including our BDCs, private funds, CLOs, managed accounts and real estate investment trusts. Owl Rock Refers collectively to the combined businesses of Owl Rock Capital Group LLC and Blue Owl Securities LLC (f/k/a Owl Rock Capital Securities LLC), which was the predecessor of Blue Owl for accounting and financial reporting purposes. Principals Refers to our founders and senior members of management who hold, or in the future may hold, Class B Shares and Class D Shares. Class B Shares and Class D Shares collectively represent 80% of the total voting power of all shares. Real Estate Refers, unless context indicates otherwise, to our Real Estate platform that primarily focuses on providing investors with predictable current income, and potential for appreciation, while focusing on limiting downside risk through a unique net lease strategy. Registrant Refers to Blue Owl Capital Inc. SEC Refers to the U.S. Securities and Exchange Commission. Tax Receivable Agreement or TRA Refers to the Amended and Restated Tax Receivable