UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. _10_)*
Blue Owl Capital Corporation
(Name of Issuer)
Common Stock, $0.01
(Title of Class of Securities)
69121K104
(CUSIP Number)
December 31, 2023
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b)
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| ☐ |
Rule 13d-1(c)
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures
provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the Notes.)
CUSIP No. 69121K104
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1
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NAMES OF REPORTING PERSONS
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I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)
The Regents of the University of California
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
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(a)☐
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(b)☐
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
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U.S.
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
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17,499,887
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6
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SHARED VOTING POWER
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0
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7
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SOLE DISPOSITIVE POWER
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17,499,887
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8
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SHARED DISPOSITIVE POWER
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0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
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17,499,887
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)
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☐
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
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4.49%
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
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EP
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Item 1(a).
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Name of Issuer:
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Blue Owl Capital Corporation
| Item 1(b). |
Address of Issuer’s Principal Executive Offices:
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399 Park Avenue, 38th Floor, New York, New York 10022
| Item 2(a). |
Name of Person Filing:
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The Regents of the University of California
| Item 2(b). |
Address of Principal Business Office or, if none, Residence:
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1111 Franklin Street, Oakland, CA 94607
| Item 2(c). |
Citizenship:
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U.S.
| Item 2(d). |
Title of Class of Securities:
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Common Stock
| Item 2(e). |
CUSIP Number: 69121K104
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Item 3.
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If this Statement is filed pursuant to 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
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(a)
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☐ Broker or dealer registered under Section 15 of the Act;
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(b)
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☐ Bank as defined in Section 3(a)(6) of the Act;
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(c)
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☐ Insurance company as defined in Section 3(a)(19) of the Act;
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(d)
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☐ Investment company registered under Section 8 of the Investment Company Act of 1940;
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(e)
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☐ An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);
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(f)
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☒ An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);
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(g)
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☐ A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);
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(h)
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☐ A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
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(i)
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☐ A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940;
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☐ A non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J);
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| (k) |
☐ Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 240.13d-1(b)(1)(ii)(J), please specify the type of institution: Click or tap here to enter text.
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| Item 4. |
Ownership
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Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.
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(a)
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Amount Beneficially Owned:
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17,499,887
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(b)
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Percent of Class:
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4.49%
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(c)
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Number of shares as to which such person has:
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| (i) |
sole power to vote or direct the vote:
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17,499,887
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| (ii) |
shared power to vote or direct the vote:
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0
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| (iii) |
sole power to dispose or to direct the disposition of:
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17,499,887
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| (iv) |
shared power to dispose or to direct the disposition of:
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0
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| Item 5. |
Ownership of Five Percent or Less of a Class.
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If this Statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following ☒.
| Item 6. |
Ownership of More than Five Percent on Behalf of Another Person.
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None/Not Applicable
| Item 7. |
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company.
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None/Not Applicable
| Item 8. |
Identification and Classification of Members of the Group.
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None/Not Applicable
| Item 9. |
Notice of Dissolution of Group.
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None/Not Applicable
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Item 10.
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Certification.
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the
purpose of and do not have the effect of changing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having such purpose or effect for the time being.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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1/22/2024
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Date
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/s/ Arthur R. Guimarães
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Signature
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Arthur R. Guimarães
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Chief Operating Officer
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Associate Chief Investment Officer
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Name/Title
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Instructions
| (1) |
Names of Reporting Persons---Furnish the full legal name of each person for whom the report is filed---i.e., each person required to sign the schedule itself—including each member of a group. Do
not include the name of a person required to be identified in the report but who is not a reporting person.
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| (2) |
If any of the shares beneficially owned by a reporting person are held as a member of a group and that membership is expressly affirmed, please check row 2(a). If the reporting person disclaims membership in a group or describes a
relationship with another person but does not affirm the existence of the group, please check row 2(b) [unless it is joint filing pursuant to Rule 13d-1(k)(1) in which case it may not be necessary to check row 2(b)].
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| (3) |
The third row is for SEC internal use; please leave blank.
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| (4) |
Citizenship or Place of Organization---Furnish citizenship if the named reporting person is a natural person. Otherwise, furnish place of organization.
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| (5) |
– (9), (11) Aggregated Amount Beneficially Owned By Each Reporting Person, etc.---Rows (5) through (9) inclusive, and (11) are to be completed in accordance with the provisions of Item 4 of
Schedule 13G. All percentages are to be rounded off to the nearest tenth (one place after decimal point).
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| (10) |
Check if the aggregate amount reported as beneficially owned in row 9 does not include shares as to which beneficial ownership is disclaimed pursuant to Rule 13d-4 under the Securities Exchange Act of 1934.
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| (11) |
Type of Reporting Person---Please classify each “reporting person” according to the following breakdown (see Item 3 of Schedule 13G) and place the appropriate symbol on the form:
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Category
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Symbol
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Broker Dealer
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BD
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Bank
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BK
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Insurance Company
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IC
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Investment Company
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IV
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Investment Adviser
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IA
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Employee Benefit Plan or Endowment Fund
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EP
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Parent Holding Company/Control Person
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HC
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Savings Association
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SA
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Church Plan
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CP
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Corporation
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CO
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Partnership
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PN
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Individual
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IN
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Non-U.S. Institution
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FI
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Other
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OO
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Notes:
Attach as many copies of the second part of the cover page as are needed, one reporting person per page.
Filing persons may, in order to avoid unnecessary duplication, answer items on the schedules (Schedule 13D, 13G, or TO) by appropriate cross references to an item or items on the cover page(s). This approach may only be used where the cover page
item or items provide all the disclosure required by the schedule item. Moreover, such a use of a cover page item will result in the item becoming a part of the schedule and accordingly being considered as “filed” for purposes of Section 18 of the
Securities Exchange Act or otherwise subject to the liabilities of that section of the Act.
Reporting persons may comply with their cover page filing requirements by filing either completed copies of the blank forms available from the Commission, printed or typed facsimiles, or computer printed facsimiles, provided the documents filed
have identical formats to the forms prescribed in the Commission’s regulations and meet existing Securities Exchange Act rules as to such matters as clarity and size (Securities Exchange Act Rule 12-b12).