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Blue Owl Technology Income Corp.

CIK: 18694531 Annual ReportLatest: 2026-03-03

10-K / March 3, 2026

Blue Owl Technology Income Corp.

Summary of Business and Operations (as of December 31, 2025)

Overview

  • Formed June 22, 2021 in Maryland.
  • Externally managed, closed-end management investment company that has elected to be regulated as a business development company (BDC) under the Investment Company Act of 1940.
  • Intends to be treated as a regulated investment company (RIC) for U.S. federal income tax purposes.
  • Investment focus: originate and make debt and equity investments in technology-related companies, primarily in the United States. Target to invest at least 80% of assets in technology-related investments.

Regulatory and structure basics

  • As a BDC, required to meet asset-coverage and diversification standards under the 1940 Act; has elected to operate with 150% asset coverage (as permitted under the 1940 Act for leverage).
  • Continuous public offering of multiple share classes (Class S, Class D, Class I); a follow-on offering was initiated February 3, 2025.
  • Share classes:
    • Class S: up-front selling commissions can apply via intermediaries; ongoing servicing fee.
    • Class D: similar structure to Class S with different servicing terms.
    • Class I: no up-front selling commissions; ongoing servicing fee generally not applicable to Class I.

Investment adviser and management

  • Adviser and Administrator: Blue Owl Technology Credit Advisors II LLC (an indirect affiliate of Blue Owl Capital Inc., NYSE: OWL).
  • Investment team: approximately 130 investment professionals, with over 40 dedicated to technology investing; a technology lending Investment Committee oversees portfolio decisions.
  • The Adviser manages day-to-day operations including sourcing, due diligence, structuring, monitoring, and board/observer rights on portfolio companies.

Portfolio at a glance (as of 12/31/2025)

  • Total portfolio companies: 190.
  • Aggregate fair value of investments: approximately $6.21 billion.
  • Asset mix (fair value):
    • First-lien senior secured debt investments: $5,484.8 million (amortized cost and fair value reported as $5,484.8 million).
      • About 51.3% of first-lien investments are unitranche debt (including “last out” portions).
    • Second-lien senior secured debt investments: $267.4 million fair value.
    • Unsecured debt investments: $66.5 million fair value.
    • Preferred equity investments: $173.2 million fair value.
    • Common equity investments: $101.6 million fair value.
    • Specialty finance equity investments: $89.4 million fair value.
    • Joint ventures: $24.1 million fair value.
  • Debt characteristics:
    • Approximately 98.2% of debt investments are floating rate (as of 12/31/2025), many with interest rate floors.
  • Industry exposure:
    • Portfolio diversified across 41 industries.
    • Largest single industry by fair value: application software (approximately 15.6% of the portfolio).
  • Technology/software focus areas:
    • Application software (operating layer for core business functions)
    • Systems and infrastructure software (including cybersecurity)
    • Fintech and payments software
  • Concentration and risk controls:
    • Target diversification: no single portfolio company expected to exceed 5% of the portfolio.

Portfolio size and growth

  • At 12/31/2024: 171 portfolio companies with a fair value of about $5.20 billion.
  • At 12/31/2025: 190 portfolio companies with approximately $6.21 billion in fair value.
  • As of year-end 2025, 70% of the technology-related portfolio consisted of the three core software categories listed above.

Capital formation and proceeds

  • Public offering activity (gross proceeds as reported):
    • Class S: approximately $962.3 million (93,062,111 shares issued).
    • Class D: approximately $34.9 million (3,413,138 shares issued).
    • Class I: approximately $427.4 million (41,616,430 shares issued).
  • Private offering:
    • 246,887,445 shares of Class I common stock issued to feeder vehicles; gross proceeds of about $2.5 billion.
  • Follow-on offering:
    • Began February 3, 2025, continuing on a best-efforts, continuous basis up to $5 billion in net offering proceeds across Class S, Class D, and Class I shares.

Leverage, capital structure, and liquidity

  • Asset coverage:
    • 12/31/2025 asset coverage: 223.4% (compared with 227.7% at 12/31/2024).
  • Target leverage:
    • Current target leverage ratio: 0.90x–1.25x (leverage measured relative to net assets).
  • Debt facilities:
    • Includes a senior secured revolving credit facility, SPV asset credit facilities, and collateralized loan obligation (CLO) transactions; the Company may issue unsecured notes in the future.
  • Liquidity considerations:
    • As a BDC, distributions and share repurchases are subject to asset coverage requirements and regulatory constraints.
  • Distributions:
    • Policy to distribute substantially all available earnings on a monthly basis, subject to board discretion and regulatory requirements for RICs.

Taxes and regulatory status

  • Tax status:
    • Elected to be treated as a RIC under Subchapter M of the Internal Revenue Code; generally not subject to U.S. federal income tax on investment company taxable income and net capital gains distributed to shareholders.
    • Must satisfy a 90% income test and diversification tests (at the end of each quarter) to maintain RIC status.
    • Subject to a potential 4% excise tax if distributions are not timely made to meet annual distribution requirements.
  • Distribution policy:
    • Distributions intended to be at least 90% of investment company taxable income and 90% of net tax-exempt income.
  • Other regulatory notes:
    • Governed by the 1940 Act as a BDC; may co-invest with affiliated funds under SEC exemptive orders; subject to governance and conflict-of-interest policies.
  • The Company is not listed on a national exchange; liquidity for shareholders is limited.

Fees and compensation

  • Base management fee: 1.25% per year on average net assets (monthly in arrears).
  • Incentive fees:
    • Income-based incentive: quarterly, with a preferred return (1.25% of NAV per quarter) and a catch-up to effect a 12.50% incentive on pre-incentive income above the breakpoint (1.43% of NAV per quarter).
    • Capital gains incentive: annual, equal to 12.50% of realized capital gains (net of prior paid incentives) on a cumulative inception-to-date basis, subject to applicable rules.
  • Organization and offering costs:
    • Adviser is entitled to up to 1.5% of gross offering proceeds to recover organization and offering costs; costs exceeding 1.5% are borne by the Adviser.
  • Expense arrangements:
    • Adviser may defer or waive certain fees; certain expenses may be funded initially by the Adviser under an Expense Deferral Agreement, with repayment obligations in future periods.

Other arrangements and subsidiaries

  • Joint ventures and related entities:
    • Blue Owl Credit SLF LLC (Credit SLF): formed May 6, 2024; co-managed by several Blue Owl entities; investments focus on senior secured loans to middle-market companies and related CLO activities; non-controlling interest not consolidated.
    • Blue Owl Leasing LLC: formed June 30, 2025; cross-platform venture for equipment leases and loans; co-managed with Blue Owl Leasing Members; non-controlling interest not consolidated.
  • Licensing:
    • License to use the "Blue Owl" name; non-exclusive license tied to the Adviser’s ongoing relationship.

ESG, sustainability, and governance

  • Responsible investing: Blue Owl maintains ESG and responsible investing policies; a Responsible Investing Working Group governs ESG integration firmwide.
  • Climate risk: Blue Owl and the Adviser have programs for climate risk governance and disclosures aligned with TCFD-related guidance; ongoing monitoring of ESG-related risks and opportunities.
  • Governance: Board approval processes include independent directors; continuation of the Investment Advisory Agreement was approved by the Board on May 5, 2025.

Summary

Blue Owl Technology Income Corp. is a Maryland-domiciled, externally managed BDC focused on U.S. technology-related debt and equity investments, primarily in software and related tech companies. As of December 31, 2025, the Company held a diversified portfolio of 190 companies with a total fair value of approximately $6.21 billion, supported by a large adviser platform and a multi-class capital-raising program designed to generate current income and capital appreciation through debt and minority equity investments.