Filing Excerpt (classifier input)
0001869453 FALSE 0001869453 2026-05-22 2026-05-22 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2026 BLUE OWL TECHNOLOGY INCOME CORP . (Exact name of Registrant as Specified in Its Charter) Maryland 814-01445 87-1346173 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.) 399 Park Avenue New York , NY 10022 (Address of Principal Executive Offices) (Zip Code) Registrant’s Telephone Number, Including Area Code: ( 212 ) 419-3000 Not Applicable (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below): ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered None None None Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934. Emerging growth company ☒ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Item 3.02. Unregistered Sale of Equity Securities As of May 1, 2026, Blue Owl Technology Income Corp. (the “ Company ,” “ we ” or “ us ”) sold unregistered shares of its Class I common stock to feeder vehicles primarily created to hold the Company’s Class I shares. The offer and sale of these Class I shares was exempt from the registration provisions of the Securities Act of 1933, as amended, pursuant to Section 4(a)(2) and/or Regulation S thereunder (the “ Private Offering ”). The following table details the shares sold: Date of Unregistered Sale Approximate Number of Shares of Class I Common Stock Consideration As of May 1, 2026 (number of shares finalized on May 22, 2026) 255,168 $ 2,510,850 Item 8.01. Other Events. Distribution On May 5, 2026, the Company’s board of directors declared the following monthly distribution payable on or before June 30, 2026 , July 31, 2026 and August 31, 2026 to shareholders of record as of May 29, 2026 , June 30, 2026, and July 31, 2026. Class of Common Shares Gross Distributions Shareholder Servicing Fee (1) Net Distributions (1) Class S $ 0.074775 $ 0.007104 $ 0.067671 Class D $ 0.074775 $ 0.002089 $ 0.072686 Class I $ 0.074775 $ 0.000000 $ 0.074775 (1) Based on April 30, 2026 net asset value. Status of the Offering The Company is currently publicly offering on a continuous basis up to $5.0 billion (the “ Current Offering ”) in shares of Class S, Class D and Class I common stock (the “ Shares ”) and previously offered on a continuous basis up to $5.0 billion in Shares (the “ Initial Offering ” and together with the Current Offering, the “ Offering ”). Additionally, the Company has sold unregistered Shares as part of the Private Offering. The following table lists the Shares issued and total consideration for both the Offering and the Private Offering as of the date of this filing. The table below does not include Shares issued through the Company’s distribution reinvestment plan. Offering Common Shares Issued Total Consideration Class S Shares 94,852,655 $ 980,495,973 Class D Shares 3,430,023 35,054,508 Class I Shares 44,651,478 458,509,475 Private Offering Class I Shares 252,404,392 2,581,924,675 Total Offering and Private Offering* 395,338,548 $ 4,055,984,631 *Includes seed capital of $1,000 contributed by Blue Owl Technology Credit Advisors LLC, an affiliate of Blue Owl Technology Credit Advisors II LLC (the “ Adviser ”), in September 2021 and approximately $50.0 million in gross proceeds raised from entities affiliated with the Adviser . May 1, 2026 Public Offering Price In accordance with the Company’s share pricing policy, we intend to sell our shares on the first business day of each month at a net offering price that we believe reflects the net asset value per share at the end of the preceding month. The May 1, 2026 public offering price for each of our share classes is equal to such class’s NAV per share as of April 30, 2026, plus applicable maximum upfront sales load. Net Asset Value (per share) Class S $9.84 Class D $9.84 Class I $9.84 The average debt-to-equity leverage ratio during the month-to-date period ended April 30, 2026 was 0.80x. As of April 30, 2026 we had net leverage of 0.82x debt-to-equity. As of April 30, 2026, we had available liquidity of $1.3 billion, which includes cash, liquid Level 2 assets and available debt based on current borrowing base limitations. The table below summarizes the company’s committed debt capacity and drawn amounts as of April 30, 2026. ($ in thousands) Aggregate Principal Committed Outstanding Principal Revolving Credit Facility $ 1,050,000 $ 435,230 SPV Asset Facility I 750,000 474,000 SPV Asset Facility II 500,000 270,250 SPV Asset Facility III 550,000 350,000 SPV Asset Facility IV 750,000 461,500 Athena CLO III 270,000 270,000 Series 2023A Notes 100,000 100,000 Series 2023B Notes - Tranche A 100,000 100,000 Series 2023B Notes - Tranche B 75,000 75,000 Total Debt $ 4,145,000 $ 2,535,980 Of the Company’s committed debt capacity, $2.4 billion (95.9%) is in floating rate leverage based on drawn amounts. In addition, on May 15, 2026, the Company fully repaid the $100.0 million Series 2023A Notes at par. Portfolio Update As of April 30, 2026, we had debt investments in 155 portfolio companies with an aggregate par value of $5.0 billion. As of April 30, 2026, based on par value, our portfolio consisted of 86.6% first lien debt investments, 4.8% second lien debt investments, 1.2% unsecured debt investments, 3.4% preferred equity investments, 2.0% specialty finance equity investments, 1.7% common equity investments and 0.3% joint venture investments. As of April 30, 2026, 98.0% of the debt investments based on par value in our portfolio were at floating rates. The table below describes investments by industry composition based on par value, excluding equity investments, as of April 30, 2026. Industry Par ($ in thousands) % of Par Application Software $ 822,574 16.6 % Systems Software 713,783 14.4 % Industry Par ($ in thousands) % of Par Health Care Technology 614,731 12.4 % Diversified Financial Services 343,378 6.9 % Professional Services 312,870 6.3 % Insurance 253,748 5.1 % IT Services 250,946 5.1 % Health Care Providers & Services 224,903 4.5 % Health Care Equipment & Supplies 174,151 3.5 % Food & Staples Retailing 138,830 2.8 % Diversified Consumer Services 126,396 2.5 % Life Sciences Tools & Services 125,129 2.5 % Buildings & Real Estate 102,418 2.1 % Equity Real Estate Investment Trusts (REITs) 90,417 1.8 % Entertainment 75,535 1.5 % Commercial Services & Supplies 72,717 1.5 % Aerospace & Defense 67,446 1.4 % Specialty Retail 51,230 1.0 % Capital Markets 49,860 1.0 % Industrial Conglomerates 44,419 0.9 % Hotels, Restaurants & Leisure 36,660 0.7 % Consumer Finance 32,666 0.7 % Internet & Direct Marketing Retail 29,658 0.6 % Media 28,425 0.6 % Banks 25,000 0.5 % Wireless Telecommunication Services 24,012 0.5 % Machinery 18,104 0.4 % Containers & Packaging 17,158 0.3 % Water Utilities 15,429 0.3 % Multiline Retail 14,614 0.3 % Food Products 13,680